The Alley
by Lionus
Summary: The tarnished lightbulbs and canvas sky whisper their tale long after they're gone. Circus AU.
1. Chapter 1

**Disclaimer:** I don't own Fairy Tail.

* * *

The candles that illuminated the stands and center ring extinguished with a hush of wind, the wisps of curled smoke from the wicks burgeon until it hung in the atmosphere as heavy drapes. The thin candle stands rattled like ebony bones as they teetered from small gale.

A cardinal cape twirled around the perimeter in the darkness to disperse the smoke, the sound of rippled fabric fluttered in heart beats. The audience was a mix of '_eee_'s and '_aw_'s as their vision tunneled and blanked. Their bodies tilted with the suspension of being flung from a slingshot and right back into their seats. Elbows and knees knocked together from the chill thrumming along their spines. Lightning flashed high up in the rafters, irradiating the smoke pulsing along the dirt floor and slithering in between the audience members' prim boots and silken skirt hems. The elder's voice boomed as the antique lights replaced the candles, buzzing with life as they surged to full power.

A single man towered over the audience, the biggest illusion the show had to offer as the man's gray hair grazed the wooden beams of the tent's ceiling.

"Welcome, my children, to the greatest show on Earth."

Ringmaster Makarov bowed elegantly, holding the edge of his deep red cape over the arm held out in front of him. The infamous grandfatherly grin promised just as he said and wrapped his audience in magic. He disappeared in a puff of glittering smoke. The air turned cool and electricity played off fingertips.

The show had begun.

* * *

Makarov had conveniently decided the train needed a new set of locks during the scorcher of the century. Which meant Gajeel had an afternoon of sweltering work and bloodied calluses ahead of him. It was nothing short of grueling, but being the man tailor made for the job, the pocket change wasn't so bad. Especially once assistants would only take up space in his way and they left to leave him to his own after a few hours.

Gajeel still felt pressed to make up for what he'd done, but it was nice to actually hear himself think; going off his rocker would be counterproductive to his effort after all this time. He wasn't about to kiss the last year of his life away because of a trivial bout of over stressing.

He joined last fall after ruining the _cirque's_ untouched, unmatched reputation. Gajeel had shred the Tail's tents in promotion of Phantom's bizarre horror show. He did so with twisted pleasure and malevolent inspiration, diving headlong without question.

The destruction set at his feet, he wouldn't soon forget. The front row view of fairies running and screaming, calling out to one another to make sure everyone was safe, spelled absolute chaos in the sweetest form. Smoke hung like musk and the frightened cries were a deranged symphony for his lost soul. The tents writhed and fell with his handiwork, the squeal of metal beams and the splintering of wood shattered the peaceful twilight. They fell as the screeching strings to the percussion of his cold heart beat. It had been music to his sadistic ears. He watched from a hill overlooking the mayhem as the smoke covered the starless sky.

It had been his proudest moment. He had received a hero's welcome and reward, though the sight he'd taken in had counted as treasure enough for him.

Jose had sung his praises and his band of circus villains had clapped him on the back wholeheartedly. Their celebration had trumped their abject fear of Phantom's mightiest card as they congratulated him that night. It was a long time coming for Tail to learn that day never lasted forever and night would always overcome the sun. Only, this would be an endless dark fall, Phantom's looming big top and spiraled tents would permanently block out the cheerful sun and keep Makarov's happy-go-lucky show squished like a roach underfoot. Their canvas would mar the indigo sky rather than ridiculous stars that beamed useless hope into any hearts.

It was poetic horror and he had thrived in that madness, despite his loathing for weak shit like poems. Gajeel scoffed and wiped the sweat from his brow roughly, now it all just left a lead weight rotting in his stomach.

The week had been a bruising blur to his senses, his mind flooded victoriously with drink and hubris. Phantom's chains shook, long since rusted, shook with a freedom and maleficent newcomers poured out in droves to join the blackened ranks. _Cirque's_ were feared once more and he ruled imagination under his iron fist. He was one of few that could actually scare without faulty mirrors and his skill tilted into a dangerous territory with the icy scales that formed to his arms and cheek. The Iron Dragon tore down anyone in his way and Phantom was near closing in on the pitch prophecy Master Jose had told them as bedtime stories.

In hindsight, he should have known. After a week spent with these fairies, it was glaringly obvious what happened why it did.

Jose's nightmarish world ruled for only minutes before the kids Gajeel once viewed as feeble freaks banded together and tore down Phantom's big top and caravans. They fought the night away with the defeat of his ringmaster, knocked down and out without an ironic hope of his own. The fairies left nothing but rags and himself and the rain woman Lockser as mementos of Jose Porla's terrifying acts.

He was without money or food or water or shelter; defeat embittered his tongue, scalded his throat, and soured his stomach. He had had no choice when he got wind that Juvia Lockser sidled up with Tail and the ringmaster himself, Makarov Dreyar, had appeared to make him an offer. The master would scrape his sorry ass off the sidewalk like a piece of chewing gum as a favor to the rain woman. The _"yes"_ sliced his throat with humility and guilt, but everyone had seen through Jose's act and offered his top puppet a new set of glossy strings free of slime and tar.

This time, his master casually left the steel cross bar in his tainted hands.

Phantom had been an illusion, a short-term burn against the lush hills, while Tail was kaleidoscopic pinstripes housing magic hidden in illusion. To the man's utter shock, he learned magic breathed and lived, _thrived_, under the patched canvases he had once tore down. It was because of Tail that he was given the freedom to stretch his legs, put to use the secret of handling and manipulating iron. Gajeel Redfox threw swords; kept them balanced and managed precariously in his unarmed hands for crowds of hundreds in Tail's traveling magic show. His daring grew with each holler and screech of encouragement or shock at the dangerous antics.

That had been simple.

It was all jake, ditching the luminescent mirrors and trapdoors and hidden fraying ropes for the real tricks. Gajeel hadn't disappointed his new master in the least, his act was eye-catching and suspenseful, just so. He had never been fond of the word 'juggler', as it brought to mind bowling pins and children's toys rather than his collection of sharpened blades. But the point was moot, because he would throw and catch and throw and catch to make his own spot in this _cirque_. He was a quick learner compared to the rest of the first of Mays.

The real dare was convincing the rest of Makarov's offspring that he belonged, that his worth could surpass just filling up seats as a way to make up for what he had cost them. The roustabouts gave him the most grief, especially two beanpoles he remembered from the night he had attacked. The main cast of fairies simply ignored his existence as a completely non-violent favor to their master.

He couldn't blame the lot, they had every reason to spit at his feet. If it hadn't of been for Lily and one fearless Cana Alberona in the market for a worthy drinking partner, he would have left for greener pastures after he deemed the debt repaid. The disdain and loneliness was more than deserved, but he'd rather wallow in it far away from their cutthroat eyes.

To his great surprise, the grandson had cornered him and admitted to being present at one of his last showcases in Phantom. Laxus Dreyar was hardly ever impressed, usually apt to admit he was, on the rare occurrence. He offered Gajeel an underhanded compliment nonetheless, if only for the chance to leave colorful promises should the man betray Tail before he went his way in a shadow of suppressed static.

One night after a handful of months spent at the ricketiest table in the farthest corner, he got looped into one of their backwards brawls and before he knew it, Elfman was slugging his shoulder and commending him for manly sportsmanship. It was definitely no red carpet and he had been sure the shoulder was dislocated after the friendly pat, but Gajeel would take it. After that, it became paramount to become one of them and make up for what he done.

Gajeel stepped back to observe his work on the fifth lock, with eight or so more to go, his hand ghosted over the part of his jawline that nearly got dislocated in that brawl.

He accidentally caught the eye of the tiny girl with wild cyan locks that cowered in any shadow less than a day later. He distantly remembered her fleeing a tent with two other men and an elephant the evening he attacked. Bruises and a few strips of gauze were still scattered across her pale cheeks and wry arms. The runt had dared to square her shoulders and welcome him to Tail. Every eye in the joint had been on him, looking for any reason to say he'd overstepped some bounds. Gajeel had kept his mouth shut tight, trying to think of the proper response. In the end, he had defeatedly broken that unnerving eye contact that pierced right through him and muttered a '_thanks_' so she'd go on her way.

Gajeel Redfox would be proud of this slew of misfits with affinities beyond the five senses, and, in turn, he would make them proud. The promise was not breathed aloud, only whispered to the bare bones of his withered and dreadful soul. He would pour every ounce of his blood, sweat, and tears into initiating himself amongst them, if only to justify one Levy McGarden's sincere and trembling salutation.

She didn't strike him as one to waste her words, and he was adamant not to be the reason she did.

_"Gajeel." _

Speak of the devil, she appeared around the corner from his set up, cheeks flushed and chest heaving from the run over to where he was working. Gajeel shook his head and raked a dirty hand through his tangled hair to pull himself from the deep train of thought. He met her eyes after his had refocused, not missing how hers flashed with mirth. No doubt he looked a spectacle after working in the stifling locomotive.

"Mirajane sent me over to get you for lunch."

* * *

"Do not take it to heart, _petit moineau_. Gajeel has always been a fair bit more 'hammer and tongs' than most." Lily cast a sidelong glance in the elephant rider's direction.

The small girl had shyly slunk up to the edge of the big cats' cage while the animal tamer had been feeding and brushing them. He was attending to Carla, the white lioness, when he finally noticed her. She had been reluctant to interrupt, despite the gentle smile on her mouth at the sight of the usually temperamental lioness purring and stretching with the brush's ministrations.

If anyone could give her even the slightest insight into the walking, talking, contrary piece of scrap metal, it was Pantherlily. It was a well-known fact that the older man regularly gibed his once-charge about coming back to him, so if anyone were to give her anything more than _'just leave it be, Levy',_ it was definitely the man who had taken care of the aforementioned iron-will. Of course, he was informing her with what she already knew.

"I don't believe he likes me very well."

"_Moineau_, I do not think he likes anyone very well." His warm laugh fed relief to her, a giggle bubbling up her own throat at the lighthearted jab.

"Ah, but he does like you."

"Not always, especially when I'm _'nagging him like a damn housewife'_ about his dirty laundry lying around our quarters." Lily finished the brushing and affectionately scratched the cat's nose as she nuzzled her head into his palm. "Take Carla for example, she bats Happy 'round like a ball of yarn half the time and ignores him the rest. But, at the end of the day, he is still her companion and she cares for him. Like Gajeel, Carla has her own way of showing friendship."

Sensing his name being said, the lion sprawled out in the corner of the cage lazily lifted his head and looked toward his caretaker's direction before he yawned widely and laid back down to resume his nap. The lions were something else to watch; nobody ever knew if they would play or fight that day.

Levy crinkled her nose with amusement and hummed in agreement, because Gajeel never pretended to be the social elite and it was obvious he still felt a bit like an outsider to the rest of them. However, a little reward for her endeavor would be appreciated once in awhile.

"It just takes time, _moineau_."

"I guess you're right."

"Ah." Lily nodded once and collected his things back into a pail. "What has discouraged you this time?"

The tall man stood back up in time to see the girl's easy going expression falter and her brows furrow at his question, a tiny growl squeezed past her tightly drawn lips. "That jerk shooed me out of the big top as if I were an errant child after I tried to get the stands and ring ready for tonight. Nobody's ever stopped me before….Nor did they ever tell me I was too _scrawny_." Her nose scrunched grossly in annoyance at the term she dreaded hearing the most. She huffed and hunched her shoulders, irritably crossing her arms over her chest and childishly kicking at the straw by her feet.

Her advisor chuckled deeply and resumed packing up for the afternoon, "I see. _Petit moineau_, are they not assisting Laki in raising the new beams? They needed to be repaired after Natsu scorched the last ones down to toothpicks. I think Gajeel might have sent you away more as a precaution to your safety than as an insult to your size."

"That may be so, but my script could have helped still! Some faith would've been appreciated." Levy willfully clenched her hands. It was unfair the way she was treated because of her size! "I can look out for myself, thanks."

"It's a shame." Lily smirked and replicated the odd laugh of the man they were discussing.

Levy deflated, averted her gaze, scraped the toe of her boot into the dirt, and mumbled, "What is?"

"You'd both get along swimmingly as you're equally stubborn. Regular two peas in a pod you two would be." Lily stood from his crouched position and rolled his eyes, wrinkles of jest crinkling the skin at the corners of his eyes. True, they were completely different kinds of stubborn, but it was all for the same outcome. Levy McGarden planned to weasel her way into a friendship and Gajeel held her at arms' length because the thickheaded fool believed he hadn't made amends for his sins just yet. They had it in their heads that they each had best interests in mind. A thought that never failed to have him snort derisively.

Levy scoffed and touched her hand to her chest, affronted, "That's hardly a fair comparison, I'm _not nearly_ as stubborn as _that_ mule."

"Stubborn enough, _moineau_." Lily wiped his forearm across his brow and offered her a teasing smile.

"I think I'm beginning to understand why Gajeel appears so exhausted after talking to you," the elephant rider deadpanned and allowed her hands to fall defeatedly to her sides.

"All the more to have in common with him then. Tell him I send my regards when you start the club." Lily grinned broadly, Gajeel didn't stand a chance, anyone could see it from a mile away.

"Pantherlily, you're something else." Levy shook her head at the man and let the laughter bubble from her throat, she couldn't even pretend to be a little bit cross with the man. Unlike Gajeel, he was all too easy to get along with. He'd been there when Makarov had taken her in and she'd been nothing short of crestfallen when he didn't pick up with the _cirque_ after the off season. In all those years, Lily hadn't changed one bit from the man that would cut up jackpots as he cared for scraped knees and elbows.

Lily walked up to her and lightly ruffled her hair, "That's what they tell me, little one. That's what they tell me."

* * *

-Slang

_jake: _all right.

_hammer and tongs: _with great force, vigor, or violence.

-Circus vocab.

_clown alley_: (title inspiration) the area just outside of the big top where the clowns wait to perform or relax after working the ring.

_big top:_ the main tent in a circus where the performances take place.

_cross bar:_ a central rod attached to a control bar held from above by the puppeteer.

_First of May: _a rookie circus performer who is trying to learn the ropes during his first season under the big top. The term originated years ago when many circuses began their traveling schedule in early May.

_roustabout: _a circus laborer.

_cut up jackpots: _tall tales about life under the big top. To "cut up jackpots" is to tell these stories.

-French:

_petit moineau:_ little sparrow.

* * *

**A/N:** The ideas for this AU have come from various points, namely one liners that pop into existence at midnight, Miss Mungoe's handle of writing these characters in the early 1900s, The Night Circus by Erin Morgenstern, and always loving life in circus shows.

It takes place in the turn of the 20th century, no definite year.

Updates will be weekly.


	2. Chapter 2

**Disclaimer:** I do not own Fairy Tail.

* * *

"It was a good run through today, don't you think, Ever?" The young girl looked toward her partner as they stepped from the big top, pleased with their progress.

The older woman seemed to have other ideals, though. A familiar tilt of her head, her lips pulled into a straight line as she hummed, Wendy was never sure if it meant she was truly paying attention or didn't quite agree with something she'd said. Evergreen tugged the cord from her hair to loosen the headache straining at the nape of her neck. The relief was immediate the second her honey locks brushed her shoulders and were tousled in the breeze. Her muscles finally began to relax from the strenuous bout in the high wires. She'd make time for several cups of tea and a warm bath to put her back at her best before the next show.

She adjusted her glasses and narrowed her eyes to something in the distance; the sight was curious, Evergreen only got that look when she was picking routines apart and reevaluating faults in aesthetics. It was the sharp and unforgiving assessment of a hawk. Wendy followed her gaze to catch sight of Natsu and Lucy walking just ahead of them, clearly locked in another one of their odd back-and-forths.

Wendy wiped the sweat beading at her forehead and sucked in a great breath, ready to knock Natsu off his feet. Her voice was generally dulcet, but she could force it to a roar like nobody else's business when she wished. There was no mishearing Wendy Marvell when she howled.

Her opportunity was taken away with uncanny swiftness.

Evergreen laid her elegant hand delicately over Wendy's mouth, and the scent of wildflowers lingering on her partner's wrist hit the her nostrils, and bent down to whisper in the girl's ear, "No, watch."

Anyone would have seen it a mile away and Evergreen prided herself on sight, despite the thin spectacles that perched on her slim nose. The child beside her wasn't exempt from the knowledge that the fire breather and star girl were smitten with each other. With Natsu's off-the-handle personality and Lucy's harsh embarrassment, it was difficult to witness genuine shows of affections that weren't accompanied by heated cheeks and caterwauling.

Wendy could hear what they were saying, Natsu himself had taught her the trick when she was just a tot. Their argument was gibberish; Natsu was too rowdy, he should grow up, and Lucy was too serious, she needed to lighten up. It was their favorite record in a repertoire of nitpicking and an argument about as old as Makarov, she believed. Lucy stamped her boot, dust kicked into the air and dirtied her hem, before she threw up her hands and haughtily began to tramp away from the source of her vexation.

The young girl's eyes widened as Natsu took one step forward, quick as lightning, to circle his arm round her shoulders and press his head into her hair. The boy always had far too much bravery when he was in Lucy's company, but he seemed to have a limitless fountain of sheer dumb luck as well. Natsu murmured a few words even Wendy couldn't pick up, but whatever it was it had done the trick, because Lucy's head was tossed forward and her body shook with barely contained guffaws.

"Keep a close eye on that." Evergreen raised from kneeling next to Wendy and set her hands on her hips confidently. Mirajane was going to love this, and hopefully turn the demon's watchful eye from herself to the younger pair.

Wendy jerked her head back to her two friends just in time to see Natsu reel Lucy in with the smoothest motion she'd seen from the unpredictable man.

He pressed his mouth sweetly to her cheek.

"Now." Ever smirked and pressed her palm to Wendy's back, she stepped away to meet up with the famed Strauss siblings, who were on their way to the big top.

Wendy drew her breath and hollered, pumping her legs with all the energy she had left to close the distance between them. She tossed her little body into the air to reach Natsu's back, not missing the pink on their cheeks for one second. He hefted her up and would her legs around his waist, to make sure she was secure before he took off, as per their routine.

"Hey Wendy! We were just on our way to see Happy and Carla, wanna come?" The signature grin split his face, his white teeth flashed.

Lucy stood stuck to her spot only for a beat before she followed behind them. The run to the menagerie would be a decent cover for the blush that refused to ebb from her face.

* * *

The frigid storms swept through the audience, tugging at bowler hats and full skirts that had once been daintily adjusted comfortably for the show. The rain woman and her dearest beau raided together in their water and ice unison. Lightning shot to spark and strike amongst the poles near the seats and occasionally shattered lightbulbs in vest-pocket firework displays, carefully conducted with the brawny paws of the ringmaster's grandson.

An elemental trifecta of the harshest forces, they were gales and frostbite and charred trees once they had their way.

The patrons would shift and squirm and reel back on the benches; frozen to the spot with fascination, but warring with the instinct to flee from the electric showstopper.

As if gods and a goddess descended from Olympus, they dropped into the ring with the power of elite mayhem. They resembled those legendary and fearsome Olmpyians the moment their hands raised and their elements thrashed close to their bodies, but no fear shone in their deep irises. They did not bow, they remained immobile as statues, chiseled and unyielding, and the awe they struck into the hearts of the audience members caused a shiver to wash across the hushed room. They silently disappeared as they came, fading into heavy smoke screens and their gazes never leaving the fascinated faces of the audience.

Lightning quieted and receded in time for the rain to beat against pinked cheeks. These gentle drops settled in delicate eyelashes as prefect snowflakes. Children laughed and held up pudgy hands or stuck out their tongues in hopes of catching the fluffy flakes that drifted from the darkness of the rafters. Adults would touch their cheeks and rub at their eyes, genuinely confused by the snow that had been born in such stuffy conditions.

A howl of wind dried the audience in seconds as the very last flash of lightning struck the sole remaining light near the center ring, and lit it on fire.

* * *

Gajeel and Lily made their way back for dinner from the last technical run-through. After Natsu's blaze of glory that brought down the house and repairs had to be made over the course of a whole day and a half, it was protocol to make sure everything was safe and sound. The real test had been if the work would weather Juvia, Wendy, Gray, and Laxus' less than benevolent treatment of the place. For all the hard work, their hands were littered in irritated cuts from the splinters. The unrefined beams left one Laki Olietta blushing right down to the tips of her lavender hair as they pulled the splits of wood from their palms. The girl looked like she was going to give up and cry over it all, this was her pride of the _cirque_. Nobody dangling up in the rafters that afternoon blamed her, the imperfections were caused because of Natsu's lack of control and humility.

"Remind me next time to grab my gloves." Gajeel grumbled as he rubbed at the sore spots. He could handle pain, but he always felt a little obsessive when it came to shielding his hands from trauma.

Lily laughed, shoving his friend's shoulder, "Oh, don't be such a big baby, Gajeel. What's a little splinter to the injuries you've caused yourself with those kniv-"

"Mister Lily!" Wendy stumbled behind them, shooting out her hands to catch Lily's arm to stop her clumsy fall. She mumbled a sorry and straightened her posture, she looked the part of a proper young lady, but her chest rising and falling deeply ruined the primness of her look.

"Ah, what is it, _jeune_?" Lily enclosed his hand around her much tinier one and squatted to her eye level.

"I think Carla might be sick. I-If you're not busy, or too tired, could you look her over, sir?" She fidgeted shyly, it was difficult to not feel like she was putting them out of their way after knowing they worked on the big top all morning. The rafters were unforgiving in their lack of air circulation, especially when the high sun beat down against the dark material of the tent.

"There's no need for formality, Wendy, we've gone as far back to when you were but knee high to a duck. Besides, 'sir' is for old men. Do I look old to you?"

The girl puffed her cheeks and vigorously shook her head, "No!"

Lily winked at her, "We'll take a look at that lioness."

The older man rose from his haunches and released her hand to stand. One foot already poised in the air to lead their little group to the menagerie, it was Gajeel's voice that stopped him. It was never easy to tell what would come out of his old charge's mouth, especially considering he was particularly picky about his warmer sentiments and the off-the-wall bond he, the young girl, and Dragneel had formed.

Gajeel stuffed his hands into the pockets of his trousers and glowered down at the jittery girl, "Air's sorta your thing, yeah?"

"I-uh, I gues'so?" Wendy nervously met his eye with hers and shrugged her shoulders self-consciously.

The sword thrower rolled his eyes and lazily set his hand to the crown of her head, "Then get some into those lungs of yers." Gajeel gently nudged her playfully, ruffling her thick mane of hair in the process.

"R-Right." Her shoulders slumped with the release of breath she hadn't been aware she was holding. It was weird having the lion rebuff her so cooly, Wendy had taken care of Carla since she was born. In those years, they had become inseparable, and it was Carla that acted more like her guardian rather than the other way around. It was nice to have the sword thrower's weird show of comfort, it settled her mind a bit.

Lily rolled his eyes and slapped the younger man's shoulder, "Leave the little one alone, Gajeel. Come, Wendy." He stooped down to allow her onto his back, an old habit used to soothe her when she was little.

"_Tch_, careful old man, you're not as strong as you used to be." Gajeel smirked and smugly set his hands back in his pockets.

Lily opened his mouth to retort, but the sky girl beat him to it, her expression aghast and tone laced with menace, "Are you saying I'm heavy?"

"I, ugh, no- How could you even come up with- Wait a second." He'd brought this one on himself, he'd only meant to insult the old man. But of course it'd come back to bite him in the ass. Lily and Wendy sniggered at the other man's expense as they made their way to the cages. Gajeel deflated, "You've been spendin' too much time with Heartfilia."

Once they stepped up to the menagerie, they saw Happy set jovially at the edge of the cage, nearly pressed to the bars in his excitement for visitors. Carla laid at the farthest corner of her cage, she allowed her claws to flex once, then twice, as a growl rumbled in her throat. She was clearly displeased with her cage mate's ridiculous exuberance, the fool lion grated on her reserved nerves. That habit was nothing bizarre for the lioness, but the minimally raised hackles on her neck as they approached the locks _very much were_.

"Let's see what we got here."

Wendy slid from Pantherlily's back and Gajeel assisted him in opening the cage, because it was a tag team effort to keep the male lion inside. Happy had gotten loose once and scared patrons out of their wits by pouncing and rolling amongst the visitors. It was a sight no one was sure to forget anytime soon and they all constantly ribbed Natsu about his misbehaved kid. There were no visitors milling about at this hour, but Freed and Levy were currently working on new perimeters for the day and the last thing they needed was for the big cat to get fried for setting off a rune or find his way into the town's main street.

Lily edged toward the cross lioness, her head raised with unabashed dignity and an alarmingly amount of warning. She'd never hurt the caretaker, the creature was all bark and no bite, but it didn't stop her from boasting sharp fangs and lean muscle.

As expected, Carla was a heap of purrs and affectionate rooting the moment Lily's hand pressed to her head; it was all a matter of course with her. The man crouched down and slowly moved his ministrations to her neck and shoulder. She flexed her muscles to meet every pet and stretched her back. She had obviously not been strained in any recent bouts with Erza and Happy in the ring. Lily's large palm curved into her stomach to rub along the soft fur over her ribcage.

Any further plans for the check up were frozen the moment Carla's muscles went rigid and she snarled menacingly in his face. Happy sat in his corner, tail thumping against the floor, sending hay in all directions at a mile a minute. Lily scoffed at the erratic pounding coming from the other end of the shared cage.

Gajeel folded his arms and raised a brow to the lion down at his side, "Proud of yourself, aren't you?"

"What? What is it?" Wendy hoped with all her tiny might that it was something Lily could help with; she'd be beside herself if they couldn't help Carla. Or worse, something that could cause her to be taken from the _cirque_. From her.

Lily chuckled and slowly moved away from the lioness, "She's not sick, only irritated with Happy for the most part."

Wendy felt a rush of cool relief quiet her heart and ease the warm pulse at her brow. Having Carla this angry at Happy wasn't a complete cause for celebration, but it was a delight compared to what she had been dreading. "What's he done now?"

A choked snort made its way from Gajeel and even Lily couldn't keep a smile from his own face as he gazed down at the young girl peeping over the edge of the platform. "Carla's going to have a little one of her own."

* * *

-French

_jeune_: young; in this case 'young one'

-Circus vocab.

_menagerie_: a place where animals are kept and trained especially for exhibition

* * *

**A/N**: There was a delay and I don't even have any Gajeel and Levy interaction to show for it. Oops. All in due time, though.

There is a very important factor in that the events happening in each chapter are not always set within the next day or week, it could be months later and, at times, not in order (the circus act sections). However, the development between Gajeel and Levy will be in chronological order.

I'm not sure how familiar the rest of the world is with the expression _'knee high to a duck'_, but it's a saying, prevalent here in the south at least, used as an endearment for remembering when someone was very young or little.


	3. Chapter 3

**Disclaimer:** I don't own Fairy Tail.

* * *

The blaze grew and sizzled in the dying grass, its heat progressing in waves to its targets.

A young man roared and the inferno danced at his command, the flames shuddered and crept away from the crowd's feet. Natsu Dragneel picked up a tiny flame and flashed a smile to the crowd as he dangled the fire above his open mouth. The moment the small flame touched his tongue, it vanished. Steam rolled off of his tongue and clouded around his face on a sharp exhale.

The rest of the fire slithered up his arms and curled around his fists, like a puppy happily returning to his master. It playfully licked and writhed against his neck and jaw. This captivating scene was cut short as an explosion of blue lit up the ceiling, a lustrous oil spill compared to the primitive flames of Dragneel. A childish laugh announced the newcomer, the apprentice Romeo.

He pounced from an unseen high beam, landing beside his cohort, their hands collided together in a splash of color and snap of rhythmic hissing when the two flames met.

The fire masters separated to their marks at opposite ends of the ring, their eyes gleaming with exhilaration and rivalry. Several people elbowed and pointed, breaking the usual awe-inspired silence to say this was their favorite part: _You've never seen anything like this in your whole life!_

Natsu tuned out the voices, shut his eyes, and took a deep breath. Flames roared to life the moment he breathed out, coiling and climbing to build a fiendish creation to attack Romeo's own fiery beast. No one could say what the creatures were for certain, only feeling a vague sense of terrible familiarity as the monsters slunk and rampaged on a war path toward each other. The creatures were a of glowing eyes and serrated teeth and jagged claws. The feral white eyes saw right through the soul and scorched the back bones of anyone brave enough to make eye contact.

The large room grew hotter, even in the highest section of the stands, and the patrons recoiled from the stifling heat. The air was all but sucked out of the room as the monsters ended their tense dance and finally, _finally_, dove for each other. Natsu's creature landed a blow in a violet-hot flash of light and blue sparks.

Children burst into uproarious cheers when the white light of the explosion cleared and butterflies flitted around and around, their wings trailing harmless embers across their outstretched palms. Violet and crimson collided beautifully on the paper thin wings, each one etched with an individual pattern. As the butterflies faded to burned paper, the fire breather flashed the audience a smile. Romeo knowingly smirked into the stands as his mentor wove a hand in the air. The crowd roared with their approval.

If they had but glanced over their shoulder, looking far back enough, they would have caught sight of the young blonde girl on the edge of her seat, sporting the brightest smile and gently placing her hands over her mouth in wonder.

* * *

They arrived in another town, a blur of countryside and produce fields after a hellish three day journey that left Gajeel, Natsu, and Laxus more than a little disoriented. Gajeel absolutely loathed trains, couldn't for the life of him deduce why, but for as long as he could remember, they soured his stomach. He had been lucky that Pantherlily had been in more of a doting mood, rather than just clucking his tongue and telling him to sleep it off like last time.

Lily had some sort of age-old tonic his mother had taught to him when he was a kid that seemed to do the trick for Gajeel. He kept the cure under wraps, let the flame brain and firecracker suffer, he'd keep Lily to himself. If the others knew about the liquid relief, their room would never be empty or _quiet_.

Quiet is what he desperately needed in the dwindling side effects of his motion sickness.

It was such a wimpy illness. He could handle slicing open his brow after miscalculating a throw of a sword or even that puny punch of Salamander's, the one he named after dragons. It sickened him to the core that he could be taken down by such a measly thing as a little train ride. The thought had him cringing deeper into the sheets to suffocate the stomach ache. The mere idea of _being_ _stationary_ had him buzzing with excitement and false relief after these long days spent in bed.

Next time, he resolved to walk to the next town.

His second of solitary silence was thrown out the window and his head quaked with the vibrations of Lily all but throwing the compartment door open with unnecessary force. Apparently, the doting attitude had a shelf life.

"Get up, lazybones. We're going to be stopping in a short while and we've got a party to attend."

"Will ya shut yer trap?" Gajeel slung an arm over his eyes, shrouding his world in more darkness to rid his skull of the deathly pounding going on in his temple.

"As if you could land a hit, my friend. The Master's planned a night off for us to shake loose from the long travel."

Gajeel wasn't fooled. Lily wouldn't be near as giddy if they were just going to relax until it was time to get to work and it had long been determined that _'shake loose'_ was code for anything but relax and doing it with a lot of alcohol, if Cana had anything to say about it. Which she always did. "How does a night stuffed into a high collar constitute as 'a night off'?"

"Would you rather work to the dawn hauling lumber around to raise curtains?" He cursed that damn parental tone that the older man took such pride in, as it was one of the few ways he learned could cajole Gajeel into doing as he wished.

"No." Gajeel petulantly rolled toward the wall, turning his back to Lily and yanking the covers closer to his body.

"Then it's settled." Lily beamed to the hulking back of his friend and nodded his head, already rifling through plans he intended to set in motion that evening in his head.

He rolled his eyes and grumbled, "Gonna make me go, aren't you?"

"You betcha. Clean trousers, shirt bottomed, tie and all."

Gajeel rubbed at his temples and mentally tried to remember if the last time he had worn his dress shirt Natsu hadn't caught it on fire. Lily would kill him if he didn't at least manage to keep a presentable pair of pants and white button up. "Too much of a dandy for yer own good, Lil. Dreyar and Dragneel had better show up too or you'll be sorry, old man."

"Ah, humor me wouldn't you, ya lame duck. A little party never killed nobody."

"What's a guy gotta do around here for some peace and quiet to get rid of a headache, huh?" He helplessly lolled his head and hung his limbs off the edge of his bunk for sympathy.

"I imagine not joining the circus would be a good start." Gajeel snorted and blindly tossed a pillow in the direction of Lily's voice.

Light knocking interrupted whatever smooth remark was on the tip of Lily's tongue and dragged a vicious snarl from the bedridden man.

"Whoever it is, tell 'em to get _the hell_ _lost_." Gajeel yanked the sheets back over his shoulder, burrowed back into his pillows, and curled into wall away from the door.

Lily rolled his eyes at the scene, as it seemed melodramatics were second nature to the brute. He wasn't going to tell their visitor what Gajeel had so elegantly suggested, but it would be in the best interest of whomever it was to run along while the gettin' was good. Imagine his surprise when it was a wild mane of blue hair and a bright yellow headband that greeted him.

"Ah, Miss Levy. Good afternoon." The girl politely bobbed her head and returned the greeting. It was impossible to miss the way her eyes flitted past him into the room. "Is there something you need?"

"I- uh, well- I was wondering how Gajeel was fairing. Natsu's in pretty rough shape and even Laxus has barricaded himself away from Freed, Evergreen, and Bixlow."

"I think he might appreciate hearing that last bit. Come in."

"Oh, I don't- he's asleep, I don't want to disturb-"

"She wants to leave, Lil', let 'er. This ain't time for tea." The older man snorted and stepped away from the doorway anyways, letting Levy decide for herself whether she wanted to come in or not.

Levy glowered at the lump on the bed, murmuring under her breath, "Well, at least he's still got his charm."

"Heard that, runt." Gajeel bowed his head back and matched the small girl's glower with one of his own, albeit a greenish one. "Now, if yer're goin' to come in, get in and shut the door. I don't need anyone else gettin' the idea we're takin' social calls."

He didn't miss the infinitesimal way her eyes narrowed as they settled on his form, but he didn't comment on it. He'd let it slide seeing as she was at least courteous enough to walk in and close the door as quietly as she could.

"Levy, would you like something to drink?"

"No, thank you. I just came to see if Gajeel was any worse off."

"I'm in the room, y'know."

"Then turn around and face your company like _she's_ in the room."

"Not in the mood, Lil'." Despite his comment, Gajeel rolled over and sat up on the bed. His back was bowed to accommodate the limited room between his bunk and Lily's and he held his rushing head in his hands, but he at least managed to make eye contact with her.

"Other than for this scrap heap to stop sometime _today_, I jus' need rest." Satisfied by his answer, she nodded her head and offered a weak smile in comfort.

"Are you planning on attending the Master's party tonight, _moineau_?"

Her chipper attitude deflated and Levy allowed herself to slump into one of their dining chairs. "Through_ strong convincing_, I suppose I will. I'd rather take the evening to rest and relish in the absence of train whistles and engines churning, but there's a line of people ready to drag me kicking and screaming if I do. I've got more than plenty to catch up on in reading, but I've been sworn to attend."

"You and me both." Hearing the pained agreement from Gajeel wasn't so surprising. He didn't strike her as the party type, no matter how much alcohol Cana would bait him with.

"Ah, but I bet Jet and Droy are-" Lily stopped his words when the girl noticeably blanched at the insinuation, as it was a longtime touchy subject for anyone involved, as was to be expected in cases of unrequited torches.

"I'm not going with anyone."

Lily leaned against a counter and jerked his thumb to the juggler currently massaging his pulsating temples. "Why don't you keep Gajeel company once you're there? You two can share the boat."

"Hey, now I don't-" That got Gajeel's attention, it's wasn't that he didn't like the half pint, but he didn't need a parent to set up his play dates. Not that Levy McGarden would willingly jump at the idea anyways.

"Otherwise, he'll just drink himself into a miserable stupor. At least this way he'll have someone of a like mind to commiserate."

"I figured you'd be lenient, Lily. I mean, what dame would want him to be sick right on her best shoes?" Levy does her best impression of a wink passed off as a blink. If he'd have blinked, he would have missed it. The shot at saving him from a forced evening has him grudgingly giving her another point in his book.

"Don't you try to conspire at my table, Levy McGarden, I've known you long enough to be wise to your tells. He'll be fine by then and I can assure you he won't ruin your shoes."

Levy served him with a sympathetic smile and shoulder shrug. It was a valiant effort, one Gajeel could see failing before she even walked past their threshold, but a good effort nonetheless. He was mildly curious as to what '_tells_' Lily was talking about, but shrugged it off for another conversation. "If I agree to your blatant attempt to just stir up the gossip around here, will you let me sleep until then?"

"Only then."

"Fine. You better not leave me hangin', shrimp."

She rolled her eyes and propped her chin up on an elbow resting on their table, "Wouldn't dream of it."

* * *

Laki twisted her long hair into a haphazard braid over her shoulder as she surveyed the big top one last time.

Natsu, Gray, Elfman, and Gajeel circled the tent to pull the stakes from the grounds and untied the knotted ropes before yanking them back over the canvas to be rewound. Shouting insults and challenges the whole way 'round. Laki had to break up the squabbling once Gajeel and Natsu were forehead to forehead, throwing insults like _'flame brain'_ and _'weathervane'. _Of course the fools wouldn't listen to her, and it was an enlarged palm that crept from out of thin air that separated the two and set a few _understandings_ to rights.

The girl felt foolish and arrogant for feeling a twinge of resentment and greed toward their antics, because she didn't have a spot in the show and this served as her division. Laki preferred it to be kept peaceful and quiet, almost sorrowfull, lyrical. In reality, it was just a mud circus packing up for the next town, but to her, if it was silent enough, there could always be more to it.

It was never quiet enough with her chosen volunteers.

_Oh well._

At the very least, she was never bored waiting for her turn to act.

A young man sheathing a sword approached her with a satisfied tilt to his mouth and said, "All clear."

The young woman cupped her hands around her mouth and drew in a breath, "All clear, master!"

The message reached the ringmaster and a hand shot up, shadowing the tents and stalls as it stretched over the bigtop and plucked the sheet straight up into the air. The breeze caught with the newly freed fabric and pulled it over the pastel dawn. Its deep navy backdrop mimicked the night sky, the intricate gold stitching swirling over the blue caught the morning light just at the right moment.

When they packed up for a new town at the earliest hour, while everyone else was zapped and borderline incoherent to anything but the word _coffee_, this was Laki's favorite part.

Granted, this was her area of expertise; her very own part of the show. She treasured the sight as the wind rippled under the sheet and the light glittered in the embroidery in a brilliant remake of the night sky awash in shooting stars. Laki likened it to a secret that her tents laid out solely for her, as everyone else was too exhausted to notice.

Makarov's figure grew to full height as he carefully folded the blanket, his old eyes twinkling with the knowledge of his child's fascination with the big top tent.

Her reprieve never lasted long, because it was now her time to step into her own spotlight as wooden beams and steaks remained for her to tear down. Laki tossed the thick braid back over a shoulder and raised her hands, wood curled and lurched and groaned under her instruction; an _'orchestration of demolition',_ Freed had called it. The wood would be permanently destroyed so not one blemish was left on the glossy hillside where they had pitched their tents, no traces missed so as to give the impression that maybe, just maybe, the Tail's circus was never there.

Deduced to a wild imagination that ran loose where a dreamer's playground unfurled in a night's rest.

* * *

Circus vocab:

_big top:_ the biggest tent in early-20th century circuses, where the circus itself took place.

_mud circus_: traveling shows that move from one to town to another every few days.

* * *

French:

_moineau_: sparrow

* * *

A/N: After adding stuff and rechecking the chapter setups, I realized I have lied, everything is out of order. Apparently, I dove more into _The Night Circus_ than I originally thought. Whoops. Oh well, I give you unabashed flirting. So, you're welcome.


	4. Chapter 4

**Disclaimer:** I don't own Fairy Tail.

* * *

White wire glowed across the sky ways, high above the patrons' heads.

Ice cracked and glistened in the corners of their eyes, as Gray Fullbuster secured the lines for his circus mates. The tented room grew completely quiet for one lone breath to sigh out in the silence. A young girl appeared on a white pedestal, sheepishly glancing down to the audience and waving to them.

Wendy Marvell stood straight and imagined the string pulling from her belly to her head. The pale color of her shoes stood out against the darkened heights of the big top's ceiling, trim and deft as her foot hovered above the thin string. Her pointed toe settled on the line amongst the rush of breaths and instinct seeped into her wry limbs.

One more step forward and twin pigtails the color of the night sky swept against her cheeks as she curled forward. Her legs straightened, the imaginary string pulled taut and strong as she landed. The audience's jaws hung in disbelief for a mere moment before deafening cheers of relief reached her ears. They stood from their seats, hands reaching out toward her and sixpences waving high over their heads for her.

Her smile beamed down like a star, her arms outstretched in a pose before she continued.

The audience quieted and sank to their seats in infectious anticipation. One flip, then two before Wendy feigned faltering, finishing the trek to the opposite pedestal by comically running across her high wire. Children's laughter rang in her ears like Christmas bells and fed her own laughter as she gave one more wave to them.

An elegant _snap_ echoed around the big top, a sharp string yanking the audience's attention from the spry girl to the svelte silhouette standing on the other pedestal. Her glasses glimmered with the emerald sequins of her bodice and enraptured everyone with one all-knowing smirk. In that one instant, she had each spectator entwined between her gloved fingers.

She tossed the white boa from her shoulders and shucked the heels from her stockinged feet. A silk-clad arm stretched and bowed to the high wire, velvet wings of her own elaborate design stretched from her shoulder blades to catch in the tarnished lights from below.

Her strong arms flexed and wobbled from her weighted focus.

This time, the audience stayed subdued, too fearful of the beauty's possible downfall at any moment. The high life of these daring tightrope walkers was revered and inspired awe among the audience, as they performed without the safety of a net.

Her legs swung and arched in a blur, and she was upright and perfectly balanced on the wire in a blink.

She waited, the audience rocketing from their seats after their dumbstruck awe melted from their frozen limbs. Evergreen cunningly tipped her head in recognition to them and bowed, low and deep as if to a royal.

Evergreen pivoted toward Wendy and beckoned her back out onto the high wire. Her pigtails perked with excitement, a light bouncing in her eyes.

The younger girl flounced and twirled and flipped her way toward her partner. The line quivered in her wake, not one movement upsetting her statuesque partner. A drum beat rose from the dirt and pounded into the audience's feet on the floor. Ever offered her hand out, Wendy just a hair's breadth from her fingertips for their finale. The pulsing percussion stole the air and stopped time with one,

last,

audible,

_crack_.

The wire popped and curled and twisted in the air, falling from beneath calloused feet and swinging fast for the other pedestal.

Light outshone the sun and encased the room in white, blinding and ethereal.

Shaking hands lowered from shocked faces and watering eyes adjusted to the towering heights of the big top as giggling loosened hearts from their terrified lock. Wendy sat on her pedestal, laughing and smiling as her feet dangled and kicked in the air. Evergreen stayed suspended over the curled and hatted heads, wings outspread and shining in the aftermath of such turmoil.

One final snap and the beaten tightrope fell to ground in a defeated pile of dust.

* * *

Levy sat at the small table in Gajeel and Lily's shared compartment on the train, dazzled by Lily's handiwork with the kitchen knife as he prepared dinner for them. "Lily, why don't you perform?"

"I've not the knack for it. I'm afraid my few kitchen tricks are limited and only courtesy of getting roped into training with Gajeel."

Levy touched the corner of her eye. "That's not how you got that scar is it?"

Gajeel snapped his eyes open and cut them toward Levy, "_Har har har_."

Lily laughed anyways and winked at her over his shoulder, "No, _petit moineau_, this scar is older than Gajeel himself. But after all these years at the hands of his recklessness, I don't see how I didn't get more."

"Real riot you two are, thinkin' about tackin' on a comedic act soon?"

"You have about as much of a funny bone in you as those iron swords you toss about."

Gajeel spluttered, settling all four legs of his chair on the floor as he shot forward, "Toss about?! It's hardly just-"

This time it was Levy that spoke up, "Gajeel." She good-naturedly nudged her elbow against his own, "Lighten up."

He adamantly refused to acknowledge the warmth that slipped into his veins at her wide eyes and gentle smile. What business did she have being the exception to his disdain? Either way, he had to look away after only a few seconds because those eyes, her accursed hazel glims, felt like they were piercing right through his black soul.

"And, if you know what's good for you, you'll keep all of those chair legs on the floor." Lily eyed Gajeel right as he started to lean his weight back. Gajeel scoffed at him and rolled his eyes. Even after all these years, Lily still kept up the parental habits.

Levy watched the exchange and smiled at the familiarity between them. "Lily, how did you come to be Gajeel's guardian?"

"_That-," _the older man turned on the spot to point the kitchen knife in his hand accusingly at Gajeel, "-ragamuffin tried to snatch food from my house in the middle of the night. Nearly got himself a nasty swing from the bat I kept because of it. Didn't seem too grateful I saved him from a life of an even _more_ unfortunate face-"

"_Hey now-_"

"-and cursed a mean streak when he got caught."

"Why am I not surprised?" Levy clucked her tongue and watched with amusement as Gajeel threw his silent temper tantrum to Pantherlily's back.

"I had just planned to cuff him on the back of the head and send him on his way, but then I noticed how skinny he was. Hollowed eyes and cheeks, I could almost count all of his ribs too." Leave it to a man like Lily to take in a rowdy brat like Gajeel and treat him as his own. It was still difficult for Levy to imagine a smaller Gajeel as a kid, stunted and sallow with malnutrition. The thought left her sorrowful; a child shouldn't have to go through those kinds of struggles.

"Oi, she didn't ask for my entire life story and I never said she could hear it, Lil'."

"Oh, I beg pardon Miss Levy, it all sort of flows together and I forget myself at times."

"It's all right, I don't mind. But I think I'll leave the rest up to Gajeel to tell me."

"And who said I would become your next conversational partner?"

"Gajeel, why don't you humor her and tell her about the time you commented on my name."

_"Hell no." _It had been his lowest moment and Lily had sliced down his pride when he forced him to eat those words with fighting swings faster than any normal creature that walked the earth. Lily had boxed his ears and sent him to bed without supper.

"Oh, I bet that's a good one." It was Levy's turn to giggle darkly at Gajeel's uncomfortable squirming. "I mean no disrespect, but how did you get the name Pantherlily?"

"When I was born my mother looked at me and knew I would grow tall and strong like my father and brothers, but she said, _'This one's going to be different. He'll be as gentle and graceful as a cat, just you wait.' _With two sons already, the poor woman had yearned for a daughter she could name Lily. I could hardly blame her, my brothers were little devils when they wanted to be."

"That's lovely…It suits you. Your mother sounds like she had extraordinary foresight for character."

"Mhmm, an excellent judge of character to be sure. I swear, that woman could watch a perfect stranger cross the street and she'd know every lie they ever told and their blood type in the blink of an eye."

"Sounds like a real spitfire."

"She was, it's what made my father fall in love with her. She would have loved the circus. The two of you would probably have gotten along well, and she'd have had Gajeel whipped into shape in five minutes." Lily wiped his hands on the dishtowel over his shoulder and paused in his preparations. "Now Levy, if you don't mind my asking, what did you do before the circus? If I recall, you were quite young."

"My parents passed from a fever that swept through our tiny town like a tornado. Master Makarov has an unearthly way of sensing when and where he is needed. One day I'm simply a seven year old orphan setting up in the home and the next, I'm living every child's dream of running away to join the circus. He just showed up out of nowhere and approached me while I was making my bed. We talked and he smiled at me, offering his hand, asking if I'd like to stay with him and his children."

The man seated next to her rolled his eyes at the sheer, glimmering hope that poured off of her, "Right fairy tale."

"Minus losing my parents? I suppose so. Although, I don't see how you have any room to talk seeing as the man you tried to rob took you under his wing. Speaking of which, were you the one to teach him to speak French, Lily?"

"He pretended not to pay a lick of attention, but I know it's up there in that lug head of his. The only times he seemed eager to learn were when curses and insults were involved."

"Of course, the most romantic language in the world and your only concern is broadening the horizons of insult."

Gajeel shrugged nonchalantly, "To each his own." He gave Levy a sidelong glance and spoke up again, "You realize he calls you 'little sparrow', right?"

Levy beamed and shook her head, "I know."

"Lemme ask ya somethin' then. How's that any different from me saying anything about you bein' small?"

"Easy: it doesn't sound condescending when he says it."

Gajeel swung his head toward Lily, a smirk crawling up his features. "_Femmes sont trop facilement prises par des mots étrangers_."

The practiced words rolled off his tongue smoothly and heated Levy's bones with his baritone. Gajeel's rumbling voice made honey seem like curdled milk in comparison. There was a richness to his speech that didn't translate to the English language and it caught her off guard, flinging her belly through a loop. She'd have to watch herself around him, lest he catch on.

Levy's eyebrows raised into her hairline and allowed Gajeel a moment to revel in the false belief he had gotten the best of her before opening her mouth,_ "Et pourtant, vous avez encore réussi à repousser toute compagnie féminine."_

Lily's laughter boomed with its force at the gaping fish countenance on his old friend's face. "She got you there."

"You speak-?! You knew she spoke French the entire time, didn't you?"

"_Moineau_ might've mentioned it once." The co-conspirators shared a cat-ate-the-canary smile that furthered to sour his mood, as Gajeel never took someone getting the best of him lightly.

"Traitor. And just how come _you_ never told me?"

"You never asked, but Lily did. Now, are you done stuffing those legs into your mouth, yet?"

"I'm sorry, who offered you a meal for the night?"

The older man continued to slice cheese, having already finished with the meat and lettuce for the sandwiches he would fix, and rolled his eyes at the show going on behind him. Unabashed flirts, the both of them, and without even realizing it. Levy was smart and Gajeel was cunning, but they were dense enough to give anyone a gray hair by just listening to them carry on.

"Lily. I recall only hearing, _'Oi, get yer scrawny ass movin', shorty. I ain't got all day', _from you." Levy puffed out her chest and furrowed her brows in a crude representation of Gajeel's version of an invitation to dinner. There was no real menace to her words. She appreciated that he had left it at the few words instead of provoking her further.

Levy had fallen asleep reading in Aurora's cage and when she had woken and stumbled out into the yard, dinner had already been served and cleared away. It was widely known that no one dared ask Mirajane to reopen her kitchen after she'd cleaned it up, no exceptions. It was the one entity in his operation that even Makarov could not change or control.

It was only by some warped piece of luck that she had passed Gajeel, still fighting to find her footing and vainly trying to mask the growling in her stomach. She was surprised he'd even stopped and even more so when he overlooked the chance to comment on the horrible gurgling of her traitorous belly.

"Ah, I apologize for my smarmy charge. He's a lost cause, I'm afraid."

"I ain't yer charge, now-"

"It's all ducky, Lily. Your agreeable company is more than enough to counteract it." Levy winked coquettishly up at the large man, who was desperately trying to hold back a snort from Gajeel's reaction to her comeback. She turned her attention back to him and smiled kittenishly "Careful, _esbroufeur_, you'll catch flies with that trap hanging open."

The sword juggler slammed his mouth shut, then his eyes darkened with mirth and opened his mouth to retort when Lily threateningly pointed a butcher knife in his direction. "Redfox, you say what I think's runnin' through that renegade head of yours and-"

"He doesn't frighten me, Lily." Levy waved her hand indifferently in the man's direction, a wry smile quirked on one side of her mouth as she kept her eyes trained on the juggler. A wolfish grin stretched across Gajeel's mouth, lopsided and gleaming with menace, at her bravery.

"That may be, _moineau_, but there are things you shouldn't say in the presence of ladies and you're conversing with the main contributor to that list." It was the look Lil' set upon him that ruined his victorious good mood. He leaned back in his chair, raking a harsh glare over the girl's tiny frame.

"Don't see how anyone could be considered much of a _lady_ in that getup."

Honestly, the comment was degrees more appropriate than what he had previously been about to say, even knowing that personal wardrobes were a touchy subject among the women of the Tail. The immediate flushing of the girl's cheeks was exactly what he'd been aiming for. The puffed up frog look on her visage fueled his humor and drove his signature laugh from deep within his belly. However, the clamor of Levy's chair overturned, followed by their carriage's door being slammed with enough force to crack the glass window was not.

Tail wasn't exactly known for conservative costumes and considering the mechanisms of it all, the scandalous outfits made sense. The floor length hems popular of the day and corsets and crinoline would only sign their death certificates if they attempted the usual tricks in them. Half the men in their show didn't wear anything close to a proper collar on Sundays, let alone under the blazing circus lights. It was cheap and petulant of him to bring it up, but his threshold for being the butt of every joke had ran short.

Levy was one of the few that wore proper societal rags when she wasn't training or performing. Her show clothes were nothing but a leotard top that met the bottom of her ribcage, a turtle neck collar and sleeves that went down to her elbows being the only truly conservative elements of the outfit and harem trousers that had a wide band clutching her waist and ended at her calves with the same wide bands hugging the lean muscle. She wore no shoes for her show.

The _cirque's_ staff had been in more than one snooty magazine story, exploiting a lack of morals and class. Since the elephant rider was a showcase in the bigtop, she was one of the more discussed women of Tail alongside Evergreen and Wendy.

Pantherlily refrained from cursing, as he believed Gajeel more than made up for it for the both of them, but the string of words jumbled between languages was enough to serve a chill down Gajeel's spine.

"You will apologize."

* * *

The mysterious Strauss siblings always arrived adorned in black and silver. Masks hid their features and shadowed the familial stark blue eyes.

Mirajane Strauss, the oldest, led the way, followed by her younger brother, and left her youngest sister, Lisanna, to end of their miniature parade of suits, resembling a funeral procession.

Victorian styles of the highest fashion had been catered for their event; no expense was skimmed in their vividly silk gowns, and Elfman's vest was shadowed in inky paisleys and mock fleur-de-lis. Their boots shined with pristine care despite the dusty ground and a circus infamous for rough housing.

They each moved slowly and deliberately to a heavy drumbeat. The pounding enraptured heart rates and demanded attention from the audience members. Their steps occasionally swayed, as Mirajane fluttered a handmade fan in front of her coy smile and Lisanna set a delicately gloved hand over her mouth, their pale complexions enhanced in comparison to the pitched shade of material.

The brother, a giant among men, gracefully escorted his siblings to the front of the ring with a gentlemanly elbow offered to both of their free hands. His unkempt hair was the only clue to the lucky show goers that they were about to a receive a gift of untamed transformations.

The drumbeats burst and stop before a melodious harp mirrors the movements of Mirajane's elegant turns as she swings her skirt out in a flurry of color. In a round, one-by-one, the siblings turn and transform. Depressing blacks lightened to vibrant cerulean, blood red, and lush emerald to a chorus of harps and sharp '_aahs_'.

The harps are cut off with shrieking violins and ominous cello scratches as the blackened eyes slits in the masks grow red and white and yellow as smoke pulls in over the trio's heads. Villainous laughter and growls filled the room as the smoke cleared. A satanic silhouette squared off with a beastly counterpart, the once beautiful assortment of clothes shredded to the floor and masks abandoned at the edges of the ring.

The two monsters of hell circled each other in a threatening dance, each waited for their opponent to make the first move. The beast howled and lunged for the maleficent woman. His claws aimed to clasp around her delicate neck. The demon's beautiful features tugged into a smirk, the predator ready to cut the life strings on its prey. She raised her own clawed hand and jumped forward.

As the two devils hissed out animosities through clenched teeth, delivered with faux blows to fool the audience, white feathers began float from the ceiling. It called scrutiny to the fact that the youngest had gone missing. Women's high pitched whispers were hushed by their husbands. _It's a circus, the other girl was sure to be perfectly fine._

The curtain of white feathers drifting above them thickened and their pace picked up. Nothing could be seen past the downy feathers in front of their faces. The same whispering wind from the start of the show slipped through their hair and clothes, dusting away stray feathers and clearing the audience's view. The remaining feathers settled to reveal the youngest Strauss. She stood elegantly poised in the ring by herself, her savage brother and sister completely vanished from the spot.

Light conquered dark.

Good defeated evil.

Her arms were outstretched, her chin pointed with grace. Pale swan feathers sprouted from her arms, a glittering wing span magnificently dazzled her crowd. Lisanna waited for the moment of lull in applause and cheering, she swung her arms low and dipped her head down. She looped her wings in a circle that arched her arms out over her head. A flurry of feathers erupted with her choreography, shielding the ring from view one last time.

The room had gone silent besides the occasional squeak of shifting on the benches as bated breath counted the disappearing feathers. One by one. The drum beat out of time with the feathers' last dance and the quick breathes that swelled in the room.

The Strauss siblings stood at the forefront of the ring their funeral procession of midnight suits. Mirajane fluttered a handmade fan in front of her coy smile and Lisanna set a delicately gloved hand over her mouth; their pale complexions enhanced in comparison to the pitched shade of material. Their brother offered gentlemanly offered his elbows to their free hands.

No one dared breathe before the trio slowly bowed at the waist and freed the audience to praise their performance.

* * *

_glims_: eyes

* * *

French:

_cirque_: circus

_esbroufeur: _smooth talker

_Femmes sont trop facilement prises par des mots étrangers: _Women are too easily taken by foreign words.

_Et pourtant, vous avez encore réussi à repousser toute compagnie féminine: _And yet, you still manage to repel all female companionship.

* * *

**A/N:** Let's face it, as much as I love a more thoughtful and subdued Gajeel, he does have his lackluster moments.

I did use google translate for the phrases, I'm sorry my French is limited to basic greetings and my last name.


	5. Chapter 5

**Disclaimer:** I do not own Fairy Tail.

* * *

Tail, _cirque _of nightfall, always arrived and departed enigmatically.

Soundlessly.

Seamlessly.

It was an act unto itself.

They rolled across the country like a tumbleweed, quiet and subtle. No one could recall seeing their brightly colored steam engine roll through any station, but somehow its grandeur would pop up without warning in deserted fields across the country, leaving no tracks to herald their arrivals or departures.

Freed Justine and Levy McGarden channeled runes and mystic words. It was their playground, she held a pen and he favored a sword. When tiny Romeo Cobalt was a toddler he thought them to be pirate and writer. Their words lived with back guards and cursive. Although Levy adored Aurora and their show, her bread and butter resided in pouring over lost languages for hours on end.

The younger days had been distracted and riddled with minor mishaps, like cloaking the Master's red cape and Erza's cake, then blaming it on Gray. Their prowess developed in leaps and bounds with their love for the written word.

The steam engine was placed under constant runes and spells, dispersed only with a single exhale on Freed's command. They contested over the best philosophies and dynamics of securing a perimeter. Orchestrated vocabulary walls and heady spellchecks were their forte. It was tireless work and required the sharpest minds, but she ignored the precarious lethargy that surged through her with the effort. If only for a second before they explained it away themselves, adults believed in the magic too. The old spark left behind in their youth returned to withered eyes and chased away doubting frowns. She and Freed took to hiding around the opening gates as costumers waltzed past, just to see the bewildered shock on their faces.

When they were thirteen, Natsu jested them about falling in love and getting married and how their children would be dusty ol' books. While neither Freed nor Levy cared beyond that of a friend, it _was_ like a marriage. It was give and take and learning and protecting what they held dear.

Their spells were chameleon skins and translucent blankets that held their world together in a dazzling package no one else could see. To their eyes, the casts glittered and thrummed with their touch.

* * *

It became tradition after her ninth birthday.

After stewing for weeks and getting absolutely no ideas, Levy's birthday dawned and Droy had nothing to show for all his thought. Jet, of course, was as fast on his feet as he was at gift giving. The fact had been a source of tension between the two friends as they shared a compartment, and Droy was forced to watch the redhead expertly wrap the present with the Sunday comics and tie it all up with yellow yarn he pilfered from Porylusica.

All of the girls had banded together to make her a dress and bought her a brand new pair of Mary Jane's so shiny you could see your reflection in the inky surface.

The Master gave her a set of books.

Natsu and Gray bought her a music box with their savings.

Even Gildarts, Macao, and Wakaba pulled through for the little girl's big day.

And he had nothing. Supposedly one of her closest friends and he couldn't even think of what to get her for a measly birthday party.

Mirajane was the one that gave him the idea, if he was being honest. She wasn't very nice in her darker days and the eldest Strauss sibling only approached him because she reveled in someone else's suffering. It might have also come from a promise to break both his legs if he made Levy cry. She had scoffed as he drowned his sorrows in the vanilla birthday cake Porylusica made and tossed her long ponytail over a small shoulder, _of course you would find a way to ruin somebody's birthday_.

The idea formed from nothing (rather _extreme_ _pressure_) and took root as he slipped unnoticed from the room.

Well, not completely unnoticed. The girl of the hour had missed nothing with her hazel eyes.

Levy McGarden had tripped in the new shoes; they were beautiful and she loved them dearly, but they pinched her toes and made it difficult to walk. She trailed after her friend, wondering if maybe the cake made him sick. She caught up with him just outside the perimeter of their tents, palms pressed into the dry ground and willing the seeds he carried in his pocket to obey him. Droy's affinity was rusty at best in his young age, and though the years would change that, all his efforts managed was a sapling and a single daisy that day. He was knocked off his feet and right into the dirt when she tackled him from behind, crying into his best shirt and thanking him, it was her favorite present.

That's where it had started, but grew with each year.

And it didn't just stop at her birthdays. With each new field they set up in, an oak was grown. Laki provided the wood and Droy simply worked thick vines into rope so Levy could have her very own swing.

She shared the spot, of course.

In fact, it's how Natsu managed to break Lucy's arm when they were twelve. Levy was sure Natsu was gonna croak, he felt so guilty afterwards.

Now, she used it as her quiet place to read.

But not today.

No, today she was caught in her thoughts and over thinking, a habit Erza had tried to drill out of her time and time again. It never worked. She spent her afternoon on the wooden swing, running what Gajeel had said the previous night over and over in her head.

They were a circus, so they weren't obligated to follow society's conservative guidelines, right? Nobody wore proper Victorian clothing around here. The women's outfits were fitted and alluring, the men walked around with their shirts untucked, sometimes no shirt at all, and suspenders more often than not hanging around their hips. Erza wore gladiator skirts with no tights underneath and Cana flaunted plummeting necklines like they were going out of style- though one could argue they had never come into style to begin with.

Circus and eccentric went hand-in-hand. It was the way they had been raised. So why had one comment, from one insufferable man who was nothing but vulgar, bothered her?

A pebble knocked into her ankle and Levy jumped up from her seat, whirling around, hair a bird's nest with her off-the-handle temper. She didn't want company, she was in absolutely no mood to entertain anyone. Her retort was sucked back in with her breath at the sight of what had been causing her so much trouble.

The girl folded her arms staunchly over her chest and narrowed her eyes on him. "Somebody ought to put a bell on you. Oh, and, _ow_."

Gajeel didn't have anything to say to that; he didn't really have anything to say at all if he was being forthcoming. He couldn't just leave her be, much as he wanted to, because if he came back empty handed Lily wouldn't give him a moment's peace.

"Well, if you're not going to say anything, feel free to skedaddle. I'd very much like to be alone at the moment." Levy haughtily turned and sat back in the swing, rolling her ankles to act as if she was going to start swinging.

He stayed quiet and after a few minutes, she had assumed he left. The man was incessant, but he wasn't stupid, and the elephant rider was short on mild mannerisms for the day. Or week. Or maybe even month, she hadn't decided yet.

She suddenly felt ridiculous with the thought of holding a grudge for any extended period of time, and decided this was getting out of hand. She was Levy McGarden; intellect and heart were what counted at the end of her day. She was angry over being harshly insulted without reason and while that was justified, only a teeny tiny part of her cared about the clothes or what that lummox thought about her.

Levy awkwardly moved in the seat to twist the vines. The world would dissolve as she spun and it would just be her and a blur of circus canvases and she wouldn't come back. Worries about practices and how a real lady keeps her temper under wraps would fade away.

Her strategy dissolved in the end, her means of escape yanked away as large hands grabbed the vines and pulled her back, then let her go. What on earth did he think he was doing? She was livid with him! Can't he take a hint that she's trying to shoot off into the sky all on her own?

Despite the turmoil that warred in her blood, she remained quiet and compliant.

Each time he touched the vines at her sides, Levy felt drip by drip of understanding leak into her conscious. Her mind became blank, the world dissolved from under her and her lungs constricted painfully with the warm hand that passed between her shoulder blades to propel her forward.

Regret and shame and bitter apologies glued her heart to her ribcage.

* * *

"Hold still."

"_I am_."

"You're not doing a very good job."

"Well, I don't recall asking you to do this to begin with." Gajeel looked up at her, catching sight of her jaw and nose rather than her eyes, but gave her his usual scowl all the same.

"I've got a sewing needle half an inch away from your eye and temple, tread lightly." Levy moved her attention back to the cut over his brow, where blood still trickled and mixed with the sweat there. It was a shallow thing, no longer than her pinky finger, but her blasted hands were shaking from the force to calm herself. _"Damn."_

"Hey now, you've got a sharpened needle by my eye and you're currently attempting to sew me back up, hearing you cuss while doing it isn't exactly reassuring." Gajeel hadn't been particularly concerned with the injury, he knew the second it happened it wasn't a dire thing, but seeing her nerves so rattled wasn't doing his own any favors.

Levy scoffed, "'Fraid I'll tarnish those good looks?"

She didn't spare him a glance this time, only lowered her face to observe her work over the thick red frame of her glasses before repositioning her hand on his jaw. Levy angled his face up toward the light and dabbed her blood stained handkerchief over his brow for the fifth time to clear her view.

Gajeel flinched with the treatment, but pressed on. "So, it finally comes to surface, you think I'm handsome."

"I never said that." Levy was positive her heart had raced clear from her ribcage to her ears to beat against her eardrum. She could kick herself for allowing her voice to sound so affected.

"I heard 'good looks'. Bet yer thinkin' about that party now, huh? Overheard your discussion with Alberona 'bout how nice rolled up shirt sleeves are. Can't blame ya." His satisfied smirk twisted into a grimace shortly when she tightened the stitches.

Levy bit her lip, she muttered an apology before finally noticing the continued quirk of his opposite brow and the victory curling in a corner of his mouth. Well, she wasn't about to let him get away with _that_. "Anyone told Lil' he's going to have to move out, then?"

He knows for a fact she doesn't mean what he hears, but it doesn't stop dumbstruck from plastering all over his face and getting reprimanded for moving. "What? Why?"

"That head of yours swells any bigger and there will only be room left for you and your reflection."

Gajeel rolled his eyes and murmured irately. She continued her work and huffed with his childish temperament, his bedside behavior left much to be desired. Lily deserved sympathy, if anything, for the countless years he'd tended to Gajeel.

The needle pierced his skin again, she only felt a warm puff of air against her chin for the pinprick against his skin, but when she pulled the stitches tight this round he moaned gruffly. His head jerked, causing his nose to meet her jaw, and without command, his hands flew to her waist for something to anchor him.

"S-s-sorry! Are you okay?" Levy awkwardly held the needle in her hand away from his head that had slumped forward. Without any response from him, she cautiously raised a hand to push strands of his hair away from his face. The ministrations must have broken what ever concentrated spell he was under, for finally he spoke up.

"Minute." Gajeel's eyes swam in their sockets and colors flashed in his vision, as the slice from his knife must have been more tender than he originally thought. After he was done here, he was going on an all out man hunt for Lily to fix something to ease the bile that threatened at the back of his throat.

"Okay…" She gulped and shuttered, his too-warm hands pressed on her cool, uncovered skin. "G-Gajeel, could-" Levy cleared her throat, "Could you, uh?" Couldn't even finish her own sentence for Heaven's sake! At this point, she was more flustered with herself than the breach of decency in the situation. Levy only managed to convey her question in silence, passing her fingers lightly over his taut knuckles.

"Shit- I mean, _sorry_." Gajeel growled hoarsely and snapped his hands back from her waist so fast it nearly yanked her off balance and into his lap. Just what they would have needed at a time like this. Of course, small miracles seemed few and far between for them.

"Hey Gajeel, I heard you- Oh, Miss Levy, good afternoon." Lily faltered at the doorway. He'd come back to check on Gajeel after he ran into Jet, who mentioned that they had passed him on the way to the big top for their practice time. Droy had told him Levy had followed Gajeel back to offer her help, but he hadn't expected to find the little elephant rider trying to pry Gajeel's hands off her waist.

"Lily! I-uhm…Little assistance?" Levy sheepishly stepped back a bit farther to let Lily look at the injury and held the needle out to him.

"Of course, _moineau_."

Gajeel could feel the third degree coming at him like a train on a fast track; she'd leave and he'd be abandoned to deal with Pantherlily, the man who could spin _something_ from absolutely _nothing_. A whispered list of curses spilled from his lips and the side of his head currently not sliced open fell into an empty palm. The motion served to pull the stitches tighter and a strained noise, the closest thing to a whimper he'd allow himself to come, fed more nasty phrases to him.

The whispered comments were thankfully missed by Lily who was rifling through cabinets for their medical kit, but every last one of them was caught by Levy. Her cheeks flamed bright red at his words, the blush spreading to her hairline, ears, and past her neck as he continued. She refused to meet his eyes, keeping her focus strictly ahead, but it gave him a good view of the creeping flush on the nape of her neck and the slope to her shoulder.

Lily gathered the gauze and cotton swabs, along with an actual medical needle, to finish up the rough job Levy had started. He gently removed the needle and thread from her white knuckled grasp and nudged her shoulder to have her step aside. "Your stitches are clean, but they need to be tighter."

Her bashful gaze nailed itself to the floor, "That's what I was trying to do."

The fact that they both felt like children at that moment was never more appropriate. Gajeel quietly obeyed all of Lily's commands, for once, and Levy shuffled into a corner, not sure if she should leave or wait to be dismissed. Her face continued to burn with the sensation of rough palms lingering on her skin. The script writer didn't think it was enough to bruise, but more than enough to leave her with a constant impression of his callused fingerprints engraved into her sensory memory.

It hadn't been the first time she'd seen Gajeel dripping blood from some sort of appendage. He was covered with minuscule nicks on his hands and scars on his right forearm, and it's never really phased her. They were never too serious, there was rarely enough blood spill to make it worth a bandaid, but the ghastly sight of him brusquely running to get back to his quarters with blood sliding past the fingers covering his eye had scared her a little. Head wounds were apt to bleed more than necessary, but the nervous glint she caught in his eye had rocketed her stomach into her throat.

And the next thing Levy knew, he was sitting down on a settee and she was shoving his hand out of the way and wiping blood from his face with her white handkerchief. The anxious shake to her hands still remained after Lily took over and was done two whole minutes later.

"Ah, here." She stepped up once more and pressed the sullied cloth to Pantherlily's hand in one last attempt to be of actual help. "S-sorry again, for the needle. I'm gonna go clean up." Her sheepish smile pained her to force, she had never felt so embarrassed.

It only worsened when she realized she couldn't get the door open without smearing the blood on her hands all over the clean wood. The compartment stayed deadly silent as Lily reached an arm over her head and eased the door back along its track. Levy rushed out the second there was an opening big enough for her to squeeze through, her voice choking on the weak 'thank you' as she disappeared.

Pantherlily furrowed his brow and studied Gajeel, "Was it something I said?"

"Nope, as always, I've screwed everything up royally all on my own. It's a gift."

"Ah, then I don't think it was you she was upset with. She's embarrassed, while there was no intent to your position, you were caught in a rather compromising one. Anyways, it's refreshing to see you two finally getting along and genuinely concerned about the other's well-being. Spring has sprung, my friend."

"Gonna let half that little speech slide and request some sort of mix to take the edge off this." Gajeel pointed to emphasize his already swollen brow, content that Lily seemed to be in a merciful mood this time around.

Lily clapped his hand over Gajeel's shoulder and gave it a hearty shake. "I suppose you've deserved a little something for entertaining an old man."

Gajeel glowered at the older man and shoved his hand away, "Knock it off, Lil'."

* * *

Circus vocab:

_cirque_: circus

_moineau_: sparrow

* * *

**A/N: **Even in turn of the century circus tents, they are still endearing dorks.

I would kill for a Levy and Freed interaction team up in the manga, if only for one fight scene. They would mess everybody's stuff up and there'd be a lot of nerdy laughter from really bad linguistic puns.


	6. Chapter 6

**Disclaimer**: I do not own Fairy Tail.

* * *

Levy leaned out the window and with Lucy's help, carefully rolled the hunk of metal down the wooden ramp. There was a book fair taking place near their camp and Makarov had delightedly given one Levy McGarden permission to borrow his automobile for a few hours.

"You're sure you don't just wanna come along to window shop?"

"I'm short on money this month. Replacing an entire outfit kind of takes a hit to your purse." Lucy sighed and hung her shoulders in exasperation.

Levy stopped the car at Lucy's side and winked at her friend, "At least the man had the decency to do it in private, huh, Luce?"

"Levy! That's not funny!" The blonde girl's face heated to a dangerous shade and frantically waved her arms in the air, and despite Lucy's obvious distress at the comment, Levy threw her head back and laughed. "Next time, he's on a wild romp, I'm sending him to _you_. We'll see how _funny_ it is when he fries your show rags right off your body."

The bull rider sniffed and cleared her throat, "I know, I know. I'm sorry. You're sure you don't want me to pick you up something?"

"Yeah, don't sweat it. I've got at least 30 books stacked around that need to be read. It's all starting to add up on Erza's nerves, she keeps giving me lectures on pack ratting."

"All right. I should be back before four."

"One minute late and I'll think you'd run off to join the circus- oh, _wait_." They giggled at the poor joke and bid farewell to each other once more before Levy turned the automobile around and drove off.

It hadn't been the first time she'd taken the car out for errand runs, as Makarov often lent the contraption out to anyone that needed supplies or groceries. As they all grew older, he made sure either himself, Wakaba, or Macao had given each of his children driving lessons should an emergency arise. The rules were basic, nothing extreme; obey the speed limits, keep an eye out for pedestrians, don't let Natsu behind the wheel, and, without question, Erza, Gray, and Natsu are not allowed to be in the car at the same time. Levy usually went with Lucy, a few times by herself, so those rules never applied to her.

She playfully honked the horn as she passed the menageries, and Wendy and Natsu waved from their seats on the edge of the lion cage. Aurora merely graced her with one eye peeped open; the old girl had been too busy with a cat nap to bid her owner a proper farewell. Levy zipped past the rest of the stands, enjoying the air that flew in from the open windows and tousled the hair that stuck out from under the brim her hat. Lily and Gajeel appeared from around a tent, the two gave her a comical double take as she stopped to greet them.

"You guys need anything from town?"

"Ah, no, _moineau_, but thank you for the offer. Going out for the afternoon?" Lily smiled widely, no doubt amused by the sight of her flying through the circus in Makarov's prized contraption.

Levy cocked her head and smirked, "There's a book fair set up in town and I'm not about to miss it."

"I'm sure you'll have a grand time, you'll have to tell me about your finds when you get back."

"Sure thing, Lil'." Pantherlily walked away with his pail. It was feeding time and the animals didn't count social pleasantries as a valid reason for a late feeding.

"Need anything, Gajeel?" She flinched; it sounded forced even to her. After their disagreement, they had turned scarce around the other. Neither of them knew how to handle the situation, even after his apology. It probably stemmed from the fact that they were both too bullheaded for their own good and that Gajeel didn't hold the strongest social skills, or so Pantherlily had told her.

"No." He quirked an eyebrow at her and motioned down the road with a nod of his head, "Are you goin' by yerself?""

"Yep, Lucy couldn't go. Since Natsu torched the last of her show clothes, she had to buy more and it kinda drained her for awhile."

Gajeel scoffed and rolled his eyes, "Think after the last time she'd know better." He pulled his brows low over his eyes and puckered his mouth in something close to discomfort.

"What is it?" Levy straightened her back and tilted her head in interest.

He blinked, then moved his gaze off to something beyond her field of vision. "Nothin'."

"No, really, what's up?"

Those brooding eyes slid back to her and she had to fight the shiver from the action. "Just don't think you should barrel into town alone is all."

"I can take care of myself, you know." Levy decided to test the waters, raising her eyebrow and quirking a corner of her mouth, "But…If you're really that concerned, do something about it."

His red eyes narrowed at her and he stepped up to the pristine automobile. "Scoot."

Gajeel opened the car door and sat down as she slid to the opposite side. He was going to pretend with every fiber of his being that he didn't see the smug, all-knowing smile plastered to her delicate face. He played nice and refrained from commenting about women drivers, but if he was going to do this, he wasn't about to be toted around town like her accessory. Lily would have disagreed, saying it was just years of repressed gentlemanly consideration breaking through or something along those lines.

"Gajeel." There was no use holding onto this tension, they were adults and should act accordingly. Besides, she wouldn't hold any of her other friends at such arm's length; he shouldn't have to be held to a different standard because she couldn't get a grip on her runaway train thoughts. The real question Levy wasn't so sure she wanted answered, was _why_ she did so.

The sword thrower cranked the window closed and suspiciously leveled her with a halfhearted scowl. "What?"

"Thanks."

Wisps of hair whipped cheerily by her jaw as they got on their way and the smile she offered was too sincere for someone like him, the thought souring his stomach.

The feeling didn't subside when they reached the fair when he learned that Levy's hat did too well a job of hiding her hair from his line of sight, especially with the square being absolutely packed to the gills. The girl was a hummingbird on a mission, and he was awkwardly trying not to scare the crowd or run them them over. It was going to be a long day for him.

Gajeel hung back, leaning against store fronts and waiting for her to find him rather than the other way around. It worked out better, as this system allowed him to keep watch over the general area she'd darted into and Levy didn't feel rushed with him floundering like a dying fish at her heels. She hadn't missed his obvious loss at what to do, because crowd's were a completely different thing when they weren't seated and outside the ring of personal space. It drained even her at times, fighting the people that missed her because of her height and stepped on her toes. It was the thrill of having something new to read that kept her coming back time and time again.

Her companion had been deep in thought, hands shoved into his pockets and squeamishly eyeing all the people that tread too close for his comfort. She caught him off guard as she popped up beside him.

"Wanna get a bite to eat? My treat for dragging you into this mess."

"Sounds good, but yer not paying for my meal."

Levy crossed her arms, the paper bag in her hand crinkling and swinging at her elbow with the motion. Gajeel decidedly ignored the pop of her hip as she huffed. "Don't tell me you're one of those Neanderthals that believes a woman can't offer the same chivalries to a man?"

"No, I'm turnin' you down because you didn't drag me anywhere, I came here on my own, so you don't owe me anything." Gajeel sniggered at her doe eyed look of embarrassment and awe; even the little bird that twittered all the time could be at a loss for words. He scoffed at the pink staining her cheeks and shook his head in feigned exasperation, "C'mon half pint, I'm starved."

Against the odds, they managed to hunt out a cafe far enough from the clamor that it wasn't overflowing with people. Levy gladly brushed off the pointed stares from the women seated at a table near them, but she did catch snippets of scandalized whispers.

_A young lady should not be so frank with a young man. _

_A your lady should not laugh so loudly. _

_There's no ring on her finger, what do they think they're doing without a chaperone?_

_Such a sweet face too. Her mother must be at a loss._

Nothing she hadn't heard before, and if Gajeel didn't acknowledge the useless squawking, she wouldn't either. Although, the urge to none-too-subtly stick her tongue out at the old biddies was near impossible.

Their conversation stayed light and the lulls between bites was, thankfully, pleasant. Halfway through their lunch, a pair of siblings approached their table. The brother and sister bobbed their heads and politely asked for a moment, apologizing if they were interrupting.

Levy set her soup spoon down and demurely raised the napkin to her mouth, waving her other hand dismissively. "Not at all. What can we do for you?"

The boy, sandy blond and standing perfectly straight, shared a look with his younger sister before looking back to her. "Are you from the Tail?"

Levy shared a look with Gajeel and animatedly nodded her head, "We are. Are you guys planning on catching the show?"

"Sure thing, miss! We make sure to catch it any time you guys are in town. My ma says your guys run the best Sunday school show 'round." The young boy conversed with the older woman about Aurora and the other acts he enjoyed the most while his younger sister stood back, occasionally eyeing the large man beside her warily.

Gajeel couldn't take the anticipation for conversation any longer, so he turned and leaned his elbows on his knee to meet her eye level. "Can I help you?"

"You throw knives and swords." Her look was nothing short of condemning, and she probably gave her parents a regular run for their money judging by her open tone and tousled hair that had been attempted to be tamed before she had the chance to leave the eagle eyes of her mother.

"What about it?" Gajeel met her serious attitude with one of his own.

"I got whipped for tryin' it once. How do you get away with it?" The girl, five at the most, only blinked at his wavering scowl. Her eyes cut suspiciously and tiny arms crossed over her chest, and the sight had Gajeel chuckling. He vaguely noticed the table of snooty crows' faces had gone as white as sheets and enjoyed the victory, they sure had something to yack about now.

"Well, ya gotta be careful 'bout it. First off, yer too young and with those scrawny arms, ya won't get very far. Ya gotta get bigger and stronger." Gajeel reached out and lightly poked her forehead, "'Sides, I think yer're smarter than that to throw knives."

The young girl squared her shoulders and opened her mouth to rebuke, but he stopped her. Rolling up his sleeves and showing her the faded scars along his forearms, Gajeel managed to silence the tiny spitfire. Levy and the older boy had abandoned their conversation to listen for his response.

"It's not the nicest job either. There's tons of better jobs'n throwin' sharp objects."

"Didn't seem to phase you, mister." Her little face tilted with the easy motion of crossing her arms and cocking the side of her lithe body.

Her brother hissed her name, barely intelligible, but the girl seemed used to the mangled variation of her name through clenched teeth. Levy had to remind herself not to laugh, lifting her napkin back to her face once more to hide her smile.

"That's right. But then again, I ain't the sharpest out there. You'd probably be somethin' good where you have to fight with yer mind, not yer fists."

The little girl seemed placated by that and smiled, "That's what my pa says too."

Seemingly satisfied, she nodded her head. The kids walked out with their parents and left the two to the rest of their lunch after excited goodbyes.

Levy's eyes crinkled, and her smile was nothing short of beaming. "That was very well said, Gajeel." He didn't respond, only shrugged his shoulders and dove back into his meal.

Gajeel and Levy passed the rest of the time in silence, speaking up only to ask for the salt and pepper. Levy hadn't been sure how he would handle the afternoon, as she was all too aware of the fact he wasn't much of a reader from all the times he teased her, but he played along well and patiently waited for her. She also knew that he had watched the crowd around her like a hawk after a few careless locals had trampled on her poor toes or nearly bumped her to the dirt. He'd been the only one to hear her yelp, two shakes away from parting the careless crowd like the Red Sea.

With full bellies and Levy's paper sack chock full of books, they made their way back to the car. She stopped in front of a fabric store and gave Gajeel a bashful look before she shot in for a few things. He'd been impressed when she made it back out five minutes later with white tissue paper cradled at the top of her sack of books. She let her eyes linger over the nearly deserted fair stalls, but only a handful of people remained to linger and peruse the books. As if reading her mind, Gajeel spoke up.

"I know it's killin' ya, just go."

Her resulting smile had been bashful and revealed the tiniest dimple in one of her cheeks that he hadn't noticed before. He picked a wall and leaned against it, keeping her purchases close to his feet as she meandered back to the picked-through shelves.

Levy ran her index finger over the dusty spines, glancing over titles and author names at lightning speed. She plucked a black book with gold lettering off the shelves, she noting dreamily that the edges of paper were also embossed with the shining color. The hardback was in great condition for an outside fair set-up, but lacked its sleeve so she couldn't read over the summary. She figured a few extra moments spent to examine the first few pages wouldn't be a big deal, because Gajeel knew what it would entail by letting her come back over. Levy pulled her glasses from her coat pocket and perched them on the edge of her nose.

She delightedly brought her bottom lip between her teeth at the promising prologue. Clearly, her taste wasn't going to be hindered by a missing sleeve as the adventure novel unfolded quickly.

"Heya doll." A shadow crept over the page she was reading, blocking her light from the lowering sun.

She didn't bother glancing up, as this wasn't the first time some dandy approached her with a line. It happened relentlessly when she was with Lucy, but obviously this cat hadn't seen the imposing shadow that no doubt kept the rest of his kind away from her like a ten foot pole. "My name's not doll, I'm not buyin' what you're sellin', and, if you please, you're in my light."

"Aw, come on doll face, don't be such a wet blanket. I was just sayin' 'hi' is all."

She leaned away from him, resting her weight against the shelf and taking a step away from him. Levy was glad Mirajane Strauss, Erza Scarlet, and Cana Alberona had made it their business, under Porlyusica's instruction, to debrief all the girls from Tail on the tricks of getting unwelcome attention to get lost. "Strangers calling me '_doll_' rarely just want to say 'hi'. Kindly move along, I'm reading."

"Now you ain't gotta be like that, doll. That frown doesn't belong on a face's pretty as yours." His voice was smooth, fresh and lilting in just the right ways to make dames go weak-kneed. It only served to make her skin crawl.

"That's a lovely sentiment and I'm inclined to agree, but seeing as the only way to get rid of it is for you to hit the road…." She did raise her eyes to him this time, burning his white smile with barely veiled, condescending venom.

"Doll, I don't think you really want me to leave." His smooth fingertips grazed her jawbone. They were fresh and soft from having never seen an honest day's work, her traitorous mind compared them to a tanned set that was riddled with callouses. A blush fought its way to her cheeks, both in anger and embarrassment as the phantom touch alighted on her waist. She snapped.

Levy McGarden was not a violent broad, she was words and stood to her belief of pacifism. However, she wasn't a welcome mat and nobody acted so familiar with her unless permission was given or they had to rescue her from a burning building. She would relish in the crack of her palm slapping his cheek for his insolence; she had no time for worthless peacocks like him.

He robbed her of the victory, catching her wrist deftly and yanking her forward. "I wouldn't be doin' that if I were you, doll. Now, come on. You're obviously not here with anyone and I'm lacking a nice girl on my arm."

She'd never been so relieved to see that molten gaze and wild mane of black hair in her life. Gajeel pried his fingers from her wrist and gently moved her to stand behind him.

"Scat."

His entire frame radiated strength, the waves of it hitting her and anchoring deep in her lungs. Even when he had raided Tail, she could not recall feeling this much _disdain_ coming from him. Relief freed her stone legs and released the vice on her lungs the instant the stranger left with only muttered curses at them. Her savior stalked back to his store corner and picked up her bag without question, silently heading in the direction they had parked.

Levy was fuming, though. She angry at that man and angry that she had to be saved, angry that she was shaken and angry that the warmth from his slimy hand still lingered on her wrist and made her heart beat out of rhythm. Gajeel strode quietly behind her, something she's immensely glad for because she doesn't want to talk or stop to catch her breath or thank him for stepping in. She wanted her emotions to crash and roll and crest like waves against the shore of her mind. They reached the car and it was almost funny the way he staggered when she finally whirled on him and spoke.

"I'm driving."

He cocked his head, the thought occurring to him that maybe he should stop her since it was not exactly smart to drive in the condition she was currently writhing in. His choice was made up for him by the thin arch of her eyebrow disappearing into the brim of her hat. He tossed the keys to her without comment. Levy slunk out of the town at a snail's pace, then gunned the gas once they were away from buildings and people, the car accelerating and roaring with her racing pulse. For his part, Gajeel still said nothing; he understood pride, that having it wounded tastes like curdled milk and that anyone would do anything to wash the bile away.

She tore her hat off with one hand and tossed it to the seat between them, the newly freed strands snapping at her cheeks. It was her empty hope that the curls would beat the rage out of her system. Eyes too focused on the dirt roads ahead of them, Levy completely missed the odd look Gajeel was shooting her from across the automobile. He'd only seen her in the glasses a few times, only near dangling off the tip of her nose and hair swept back into one of her headbands. Her shaggy bangs caught in the frames set correctly on her face and rage lit her eyes in a view something else entirely. Levy had always been polite and contained irritation, but this one was on a warpath and treading down it fast.

Phantom probably messed him up more than he originally thought because the sight of her letting loose and quietly cursing at the dashboard intrigued him. No matter what, consequences be damned, Gajeel had to see this side of her again and again.

The car took a right turn, veering off the worn path for only a second and serving to snap her back to rights. Her shoulders deflated and she scrubbed a hand over her face. "You must think I'm absolutely batty."

"Nah, you just need to let off some steam." His shoulders rolled easily with the comment and Gajeel turned his head, for the first time, to watch the road.

She snorted. "That's putting it lightly."

"Personally, it's nice to see the change. All the bottled emotions in that tiny body of yers had me worried, I wanted to pound somebody for ya." He scratched at the nape of his neck with secondary bubbled energy he had soaked up from her.

Levy scoffed absurdly loud and propped her arm against the window sill, leaning her head there as she eased her weight off the gas, "_Thanks_…And, uh, really- thank you."

"Don't worry about it. Personally, I'd have just preferred hanging back 'til you socked him."

She blinked, once, then twice. "How did you-?

"Tsk, saw yer fist curling up." Gajeel smirked at her, with the smallest hint of pride for her gumption. He laughed when her mouth twisted awkwardly and her cheeks flamed against the bright locks of hair sweeping over her face.

* * *

-Slang

_dandy_: a man unduly devoted to style, neatness, and fashion in dress and appearance.

_doll_: an attractive young woman, often with connotations of unintelligence and frivolity.

* * *

-Circus vocab.

_Sunday school show_: a clean show. No crooked games, no dirty 'gal shows', no other illicit activity tolerated by the show owner.

* * *

A/N: I bet you did a double take. Consistency is a relative term to me, so don't rely on it around here.


	7. Chapter 7

**Disclaimer:** I do not own Fairy Tail.

* * *

Ringmaster Makarov appeared over the audience once more, announcing a brief intermission would take place to allow the next act to set up.

Most stayed in their seats, but a few younger people slipped from the bigtop to wander the grounds. The break gave them the chance to seek out the stalls, the best known of which were Lucy Heartfilia's starry sky and Cana Alberona's tarot readings. No doubt the dames garnered half of their success from being fairly easy on the eyes too.

A young man and lady in their twenties found their way to Lucy's threshold. The star girl's tent was bewitched to shift colors, wisps of emeralds and sapphires and maroons twisting across the sheet. It had been a gift from Reedus on her last birthday. The young pair watched the curling hues, undulating and twisting like paint on a canvas. They discussed in hushed tones the possible tricks, wondering if there were perhaps shards of glass prisms sewn into the fabric or cleverly wired lights that caused the changing colors.

They entered the tent without a definite answer and approached a small writing desk the girl was hunched over, where she had been actively scrawling over parchment with a feather dipped in ink. Her kind brown eyes lifted to them, thick lashes closing back together with her bright smile.

"Hello there."

Paper stars hung from the small tent's ceiling, large ones and small ones, arranged across the room in utter whimsy, tiny lanterns that glowed like fires on Christmas morning. The lights caught in the depths of Lucy's eyes and backboned the two closer, deeper into her tent.

"Tell me, when is your birth date?"

The young girl recounted the date to Lucy and thanked her when she was kindly shown a paper path to follow. The man was offered the same treatment and led to an identical paper labyrinth that was on the opposite side of the girl's.

Lucy pulled two keys from the leather pouch at her hip and opened the gates.

The girl tread on and on, craning her head around in wide arcs so as to catch any source of light or movement on her way. The paper stars rose the farther she went, placed out of her reach, and the blackened room bled into a navy velvet. The paper star trail ended, only to be replaced with twinkling lights miles and miles above her. She stood before a set of stars, larger and brighter than the other's for their close distance. An outline glimmered and smiled before a young man materialized before her eyes.

He wore a pristine suit and spectacles, his red hair spread around his face like a lion's mane. The gentleman delicately took the girl's hand from her side and raised it to his lips as he bowed.

"Do not forget that you are a lion among men."

Awestruck by his grace and act, she actually believed he was Leo the lion as he lead her into a dance across the sky. Despite knowing it was merely a side show, the young lady would be reluctant to step from the sky.

The young man was in a similar situation, dumbstruck by the sight of the mermaid floating proudly before him.

* * *

Gajeel got ready as he was told, following Pantherlily's instruction so far as to wash his face and tuck in his shirt.

"See, I knew you could do it."

"Thanks for the vote of confidence, _mom_." Gajeel glared at Lily from over the edge of the fluffy towel he dried his face on. "Too much of a dandy for yer own good."

"Say what you want, but I don't exactly see your usual tricks getting a girl on that metal studded arm of yours."

"'Course not. Why would I wanna do something like that? Dames are nothin' but trouble."

Lily folded his arms and arched his eyebrow at the sword juggler, his smile ruining all false attempts to be annoyed. "How many times did you have to say that to yourself before you actually believed it?"

"Aw, dry up and let me finish getting ready. You're the one that came in here bustin' my chops to get the show on the road to begin with." He slipped the suspenders over his shoulders and dryly stuck his hands out to his sides. "Am I presentable, mother?"

Lily snorted derisively and moved to his chest of drawers against the wall. "Not yet." He rummaged through the drawer until he found what he was looking for. "Here."

Gajeel caught the pieces of fabric tossed at him and growled, "Absolutely not. Yer off yer damn rocker if you think I'm wearing _this_." He held the silk tie and vest away from his person as if they were diseased.

"You are, and I'm not. This is supposed to be a nice evening and I'll not have you swaggering around like a waif. Can't let the others think I came up short somewhere in raisin' you. Besides, you don't wanna look a ragamuffin standing beside Levy now, do you?"

Gajeel cut his eyes at the older man and simmered, "Meddler. And you didn't raise me, dammit."

"The hell I did, I nursed fevers and broken arms, and cut switches from trees when you stepped outta line. I put clothes on that ungrateful back and filled that black hole you call a stomach. Three square meals a day and all."

"This mean if I don't behave, you're gonna ground me and send me to my room without supper?", he sneered, almost congratulating himself on finding such an easy out.

"No, because then you'd be happy as a lark cooped up away from the party. I hear Mira's cooking, and there's going to be dancing. Though, I feel sorry for any lady that agrees to waltz with those two left feet of yours."

"I ain't gonna dance, but I _do not_ have two left feet." He shrugged into the vest and fumbled with the buttons once or twice, much to Lily's apparent amusement. Gajeel fed the tie around his collar and scoffed at the uneven sides. "I've never been good with these things."

It was the closest Gajeel would get to asking for Lily's assistance, but the guardian was accustomed to the roundabout ways of his charge, so he offered his help with a wide grin.

"You look handsome, I barely recognize you without the dirt." He stood back and surveyed his work, pleased that the tie was straight and the vest fit him properly.

Gajeel shoved his hands deep into the pockets of his trousers, scowling. "Gonna get hit, Lil."

"Not tonight I'm not, I've got a plate of Mira's food with my name on it and I promised Cana a dance."

"First the elephant and now the rest of 'em, huh?"

"You flatter an old man that's past his prime. It's all in good fun. Although, I can't help Aurora."

"You ever think Levy trained her to do that?"

"The affectionate tricks and endearments? Yes. However, Levy has no control over whom the pachyderm dotes on."

"I ain't convinced _she_ didn't convince that antique to pull my hair."

Lily's booming laughter filled the room, he clutching his gut and wiping a tear from his eye, "That I'll never forget. I bet you watched that silver tongue of yours more often when you were around that elephant." Lily cleared his throat and straightened. "Speaking of which, you're going to do something with that mess too."

"Would you like my firstborn while you're at it?" Gajeel grabbed the comb from his dresser and began to pick through the unruly knots at the end of his overly long hair.

"Follow the rules just for one night, it's all I ask. I promise you'll find it to be worth the effort in the end."

He stood before the cracked mirror on his dresser, carefully winding his hair back into a braid, and snorted. "I doubt that."

Pantherlily's brows drew together and his smile faltered as he watched Gajeel fight with the errant locks. "Keep in mind: Miss Levy does not keep a beau on her arm, despite the glaring fact that there is more than one vying for her attention."

He paused, meeting the caretaker's eye in the mirror, "You tryin' to say something?"

With a relaxed roll of his shoulder, Lily looked away to survey their untidy compartment. "I am, just wondering if you'll figure it out before it's too late is all."

Gajeel groaned and threw his hands up exasperatedly, following Lily out into the narrow hallway and down to the outdoor dance floor set up for them.

Christmas lights had been strung up from wooden poles and hung over the area like stars. Lucy had hung up a few of her paper lanterns, Levy and Freed using runes and scripts to place orbs that glowed and changed colors into Lucy's paper lanterns. Earlier that day, Elfman had carried the Master's gramophone out onto a stand and made sure to have a selection of records set by the machine. Mirajane, Lisanna, and Kinana had spent their day in the kitchen, preparing marmalade and finger foods for the table spread. Macao and Wakaba were still setting up a few tables and chairs when Lily and Gajeel arrived, Freed on their coattails with tiny lights to set on the table.

Gajeel elbowed Pantherlily in the ribs and cocked his head in the direction of Natsu and Makarov, the latter of which was clearly giving the fire breather a stern lecture on how he was expected to act and how he would be met with a severe punishment should he break anything. The two chuckled at Natsu's expense and continued on to the floor.

Happy and Carla sat by the edge of the floor, Wendy and Erza talking animatedly beside them. A silk bow the color of burnt sienna was tied around Carla's neck, illuminating her amber eyes in the glittering lights, while Happy sported a lopsided bow tie, no doubt a courtesy of the flame brain.

Laughter like tinkling bells echoed in the early evening, ringing out with unbridled joy. Aurora lumbered toward the party, strings of pearls adorning her head and a silvery blanket flowing over her back and sides, floating in the breeze behind her. Lucy sat behind Levy, her bracelet covered arms clutched around the other girl's trim waist. Her friend had finally convinced her to ride with her, making her laugh with jests about 'arriving in style'.

Levy soothed her hand over Lucy's arms, holding tight enough Levy was sure she would have the imprints of the girl's bracelets in her skin. She scratched behind her elephant's ear and mumbled, "Vers le bas, girl." Aurora gracefully bowed low to the ground at her owner's command. Levy gathered her skirts tightly and slipped down the side shoulder to the ground, her feet steadying with ease. She let go of her dress and brushed out any wrinkles. "Now Lucy, please."

The bull's trunk curled behind her and wound around Lucy's waist, daintily plucking her up and setting her to the ground. The celestial mage was a spluttering mess, letting out nervous titters the whole way down.

Still unsteady on her feet, Lucy slumped into Levy's side. The elephant rider caught her with ease and balanced her back on her high heels. "See? I told you it was fun."

"I think you and I have entirely different definitions of '_fun_', Levy." Lucy leaned toward Levy once more, jabbing her good-naturedly in the ribs. Levy opened her mouth to retort, but was cut off.

"My, _moineau_, you certainly know how to make an entrance." Lily sidled up next to the girl and returned her smile. "You two clean up nice."

Lucy piped up a thanks, bowing her head slightly and turning on her heel to skip off to Natsu, leaving Levy to murmur her own thanks as she self-consciously scratched at her head. She had had to seek out Lucy's help in preparing for tonight. She didn't dare ask Erza, she would still be tied down to a makeup chair if she had, and Juvia had still been curling her hair on the heated iron when the time came to get ready.

Lucy, Juvia, and Erza wore skirts or frocks for their acts; she was the only female that pranced around in pants. The long days of circus garb had spoiled her, as she adored the freedom her trousers had allowed her. Now, she was cinched up in proper underskirts and stuffed into a dress of delicate lace, terrified she would snag on something. Lucy had tried to convince her to wear a vibrant red dress to match her own, but Levy lacked the backbone to flaunt such a daring color. Her friend flounced around in the shimmering dress like a cardinal, the red matching well with her complexion and blond hair. She had to hand it to Lucy, growing up in circus definitely hadn't stolen her upperclass sense of style or gumption.

Levy had opted out of borrowing one of Lucy's dresses, not that it would have fit her smaller figure anyways, and chose the single formal dress she kept in her wardrobe. It had been a project Juvia had helped her sew together for rare occasions like this. The pale dress was sleeveless, but had a conservative neckline. Its bodice fit her like a glove, but fell like a shadow over her waist and calves. It was just fancy enough to please her friends, but granted her freedom of movement and, more importantly, room to breathe. The only item of her ensemble Lucy had been adamant about was her footwear. The star gazer had had the forethought to steal and hide all of Levy's well worn flat-soled shoes, leaving her only with a pair of heels the same cream shade as her dress.

She rubbed her arm absentmindedly and smiled up at the menagerie's main man, "You look quite dashing, Lily. I'll bet Cana's just itching for that dance now."

The older man laughed, deep and robust, into the artificial stars. "Thank you, Levy. I-" Whatever had been on his mind was cut off when Mirajane called Lily over, and he waved to her to let her known she had been heard. The older man turned back over his shoulder once before going to claim his plate. "Gajeel, be a gentleman and offer your arm. Escort the lady to a table."

"Mind yer own." The words were growled as Gajeel narrowed his eyes at the meddler, then huffed. He looked down at the girl beside him, nervously twirling a lock of hair around her finger and darting her gaze anywhere and everywhere at once. "Right, c'mon." He sighed and proffered an arm to her.

Levy dejectedly looped her hand into the crook his elbow and allowed him lead her to the nearest table. She wanted the rich earth to swallow her up when she had had the misfortune to catch her shoe in the hole of some animal's home. But she had to hand it to her reluctant escort, he hadn't spoken one smarmy word about the incident and merely grasped her hand tighter when it felt like she wouldn't be able to find her footing.

She slumped into the white folding chair and picked at the tablecloth. Gajeel eyed her warily, not sure how to proceed with her abrupt change in demeanor. The elephant rider had seemed fine before he and Lil' had shown up to greet her. He was almost positive he hadn't said or done anything to have her back at this stage with him.

"Oi, you doin' okay?"

Levy curled her fist under her chin and tried for a convincing smile. "It's all jake."

"Doesn't look like it to me." They might have only known each other for a few months, with even fewer conversations held between them, but he wasn't dumb. Levy McGarden was fairly easy to read, for him at least. He couldn't speak for those two jokers that fell at her feet.

"You realize what they're all doing, right?" She swiped her hand out from under her chin and flung it out in front of her.

Gajeel studied her crestfallen countenance before looking back at the food table to catch Mirajane quickly avert her eyes and Lucy cover her mouth. Lily was flapping his gums to the two, plate of food clearly forgotten. "Kinda hard to miss, yeah?"

She grumbled and crossed her arms over her chest, trying to ignore the scratchy material on the empire waist. "It's maddening and improper."

"It's a circus. What'd ya expect?"

"I know, but it'd be nice if they…stopped. I mean, it's not like we're-"

Gajeel smirked, canine catching in the ethereal glow of the lanterns. She cursed her _brilliant_ mind for being the one to suggest them in the first place. "Not like we're what?"

"Oh, don't do that. Your sadistic mind games aren't going to fly tonight." Levy leaned forward and pointed a finger in his direction, only wavering when he let out that low, satisfied chuckle. "We're different and we hardly know each other. You like to keep to yourself for the most part, and I'm only like that when I'm in the middle of a good novel. You're sarcastic, and blunt to an improper fault, for that matter, and you drive me up the walls half the time-"

"When you're done with that palaver." Gajeel raised an eyebrow at the girl who had been engrossed in her one-sided conversation. His laugh was loud and only a few jokes away from an all-out cackle as her cheeks flamed horrendously. His laugh choked into a yelp when the elephant reached up and grabbed at the long braid he had tamed his hair into. He cursed himself for forgetting she had been there in the first place, and he hadn't even said anything bad!

Levy blushed deeper and clasped her hands over her mouth, "_Aurora, arrêter._" The pachyderm trotted gleefully, rattling plates and tables with the weight of her steps, over to the table Macao and Wakaba sat at with Laki. The lavender haired girl produced a hand full of sugar cubes to the elephant to stop her from tickling at her neck. Levy turned back to her company and sheepishly smiled, "Sorry."

"Don't worry about it." Gajeel let his gaze drift over the party to lock on the group of chortling hyenas in party clothes, no doubt supremely amused by Aurora's little trick. "You think I enjoy havin' Lil' buggin' into my roma- that side of things? It's not a concern of mine and I'm not actively lookin'. No offense."

"Well, neither am I. Besides, it's not like we could-," her cheeks burned again as she gestured between the two of them. "We're just too different."

"Got that right."

Levy huffed and lazily placed her chin in the palm of her hand, comfortable this time and all traces of sullenness gone. "You get nagged the whole way and back about what you should wear too?"

Gajeel snorted and seethed, "Of course. It's the reason I'm in a tie and vest."

"It could be worse. See that frock Lucy's got on display? She picked a similar bright red number for my person before I managed to slip away." The girl in question was show casing a dress that pressed even the Tail's boundaries. The hem covered her feet despite the heels she wore, but the right scandal lied in that the dress was sleeveless and clung to her bust and fitted Lucy's slender form down to her hips. The flare starting at her waist was barely a flare, but it suited her and the gold bands at the very top and bottom of the dress lent a special air to her.

"This whole thing's ridiculous."

"I don't mind the party, but the dress code can buzz off." Levy swept her eyes over his outfit, noting that he'd rebelliously rolled the sleeves of his shirt up to his elbows. "You don't look so bad, though."

Gajeel smirked at her and laughed, and an unladylike scoff escaped her mouth at his arrogance. He entertained the idea of Levy in a getup like Heartfilia's; the excess material would probably just serve to make her seem shorter than she already was. More often than not, he frankly didn't care, but he's glad the girl before him hadn't listened to Lucy.

"It would kill you to return the compliment, wouldn't it?"

"Well, seeing as anything I would say wouldn't be appropriate at a dinner table _and_ we're not linked, I've no obligation to, shrimp."

"Fair enough." She shrugged her shoulders and set an elbow on the table to hold her head in her hand, the action pulling a falsely indignant scoff from her company.

They sat in companionable silence for a while. They laughed at Natsu's poor attempt to dance with Lucy, Elfman trying to convince Evergreen onto the dance floor, and Wendy pairing with Romeo to outshine them all. Gajeel scanned the crowd, sniggering along with Levy and taking turns to point out various scenes betwixt them. Tail loved a good party, never needed a good reason to throw one either. In an odd way, he was having a good time. Although that might be more that Lily and his team of instigators were pleased as punch he was spending it within Levy's reach and stayed out of his personal space. It was the sight of his old friend with Gray Fullbuster that had his lips turning down rather than nosy guardians.

"He treats her well."

"What?" Gajeel's head whipped back to Levy, the girl still watching the elemental pair with her nose scrunched in delight.

She faced him, still smiling and bobbing her head in the spot they had just been watching. "Gray and Juvia."

Gajeel leaned back in his chair, folding his arms and looking off to the side in the polar opposite direction of Juvia Lockser. "Why would I be concerned about what Juvia does with her life."

"You're not fooling anyone. Aside from Lily, you've known her the longest and old habits are hard to break, especially when it's someone you care for."

"So, what if I do question her good sense?"

"She talks to me, although I never quite figured out why. Probably because I let her get everything out and not bug out about the matchmaking opportunities. Either way, she confides in me and, while I'm sworn to several holy relics, documents, a couple graves, and my own soul not to tell, I can assure you. Without any doubts. However, Gray's a bit obtuse at times and that tends to grate on her patience."

"That so."

"Mhmm."

They lapsed into another peaceful silence. Natsu had finally convinced Lucy to dance with him, and he managed to only tread on her toes twice after four songs. Evergreen pretended to be put out by dancing with Elfman, the man grinning form ear to ear as his oldest sister watched the pair like a hawk from over by the punch table.

Her own plate of Mirajane's food sounded right up her alley just as Gajeel broke her from her gluttonous plans.

"Levy."

"Hm?" She distractedly peeled her eyes from the food table, forcing herself to stick her attention to him and not let them wander back to subconsciously put her plate together.

He sat quietly for a few beats, letting his eyes flick over the expanse of her not tucked under the table. "You don't look bad."

Levy swore she only imagined it, it was a trick of the changing lights, there was absolutely no way that she had seen right. Gajeel Redfox was not the type to playfully wink at someone like her.

* * *

_dandy_: a man unduly devoted to style, neatness, and fashion in dress and appearance.

_waif_: a homeless and helpless person, esp. a neglected or abandoned child.

_gramophone_: old-fashioned term for record player.

_palaver_: talk unnecessarily at length.

_jake_: alright, fine.

* * *

-French

_arrêter_: stop

_moineau_: sparrow

_Vers le bas_: down

* * *

**A/N:** Lucy's act might just be my favorite.

I'm going to be taking a backseat to fandom interactions for personal reasons, just need to get rid of some stress and relax for a bit. This means that I'll work on this circus au when I can, so updates might extend past a weekly thing.


	8. Chapter 8

**Disclaimer:** I do not own Fairy Tail.

* * *

"Gajeel! Get up."

"What?! Fu-!" Gajeel shot up in his bunk. It was too early for anyone without a death wish to be biting at his ankles. In his shock, he'd slammed his head into the underside of Lily's bed. He'd be licking that wound for at least week from the way it felt when he rubbed at it. "This had better-" He flung the door open, perplexed by the sight of the small girl in their threshold.

"Lily needs you."

"What for?"

Levy bit her bottom lip harshly, a bruise would surely bloom there within the hour. "It's Aurora."

That got his attention. Lily only called on his help in the cages if it was serious, and judging by the stricken look on the girl's face, he was spot on about that. Gajeel clambered around the room and yanked his boots over his feet, not bothering with the laces in his haste. He roughly rushed Levy from the doorway and into the hallway.

She led the way and cursed every time she stumbled in her doubled pace, her nerves were getting the better of her and that wouldn't be helpful to anyone, least of all to her elephant. A particularly nasty trip would have had her face planting off the train's steps if the man behind her hadn't caught her by the elbow and tugged her back on her feet.

"Levy, breathe." Levy only managed a nod, refusing to trust her voice now that her mind was racing with the worst case scenarios.

For his long strides, she was near jogging to keep up. They reached Aurora's cage, the door wide open, to see Lily squatted near her head and running his hands over her great ears. The poor creature was laid out on her side, slightly shaking from spent nerves.

"What's it, Lil?"

"Infection. I need you to stay up by the head to distract her while I check it out. Can't get a good hold on her ankle by myself."

Gajeel swung his weight onto the raised platform of the cage and stalked toward Aurora, tying his hair back at the nape of his neck. Levy stood beside Lucy, clutching the other girl's hand like a vice. Natsu and Elfman stood not too far off from them. The iron juggler and elephant had never really interacted; this was the closest he'd been to her since he joined, so he lowered to the straw covered floor slowly, watching for any signs of distress in Aurora's exhausted gaze.

"Easy, girl." Gajeel scratched at her trunk and inched closer to her head so he could hold her still when Lily needed. The pachyderm grumbled at his proximity and attempted to jerk away from Lily's reach.

"Careful." Levy took a step forward and craned her neck; if Aurora could just get a look at her, Levy knew it would put her a little more at ease.

The sound of her master's voice set the elephant on alert as she tried to raise her head and stand. Lily cautiously pressed his weight against her torso and Gajeel moved to obstruct her vision and resettle her head on the ground. The actions spooked the old girl and she forced a pitiful trumpet in a wail for her owner. She fidgeted more, trying to work out of their grasp and get to Levy.

Years of their training ingrained a sense of time to her old mind, Aurora could pick up on when her master would visit the cages or when it was time for bed or practice or showtime. She couldn't let Levy down, she had to get up and show her she was nothing to worry about. The pachyderm called out to Levy, curling her trunk around Gajeel and hopelessly stretching for the bars to reach out to the tiny and familiar hand that cared for her.

Happy could be heard pacing his cage, beating his tail against the cage door and restlessly growling in response to the tense atmosphere.

Lily dug around in the bag at his side and retrieved a needle and glass vile of medicine, a light sedative. It was reserved for last ditch efforts, while the elephant wasn't raging, it would be difficult to restrain the two ton beast on a good day. The sun shining off of the long needle sent a sucker punch to Levy's gut, the thought of it piercing into the thick hide made the elephant rider's head swim. The nausea rose in her throat, but she couldn't just stand by and let them hurt Aurora. They were supposed to be setting her to rights!

"No, don't! She'll be good, I can calm her down, I promise!" Levy shot forward and started for the little step ladder leading up into the cage. She didn't want her elephant to be sedated, it felt like the worst sort of betrayal.

Pantherlily laid over the animal to keep her down, and Gajeel had spread out over her neck. He jerkily nodded his head in the direction of the train cars, "Get her out of here."

Just as she was in arms' reach of the steps, Elfman's enormous arm circled around her waist and pulled her away, holding her to his side. A keening wail ripped from her throat in surprise. She had been so close!

"No, let me go. Li-Lily, don't do this! Elfman put me down!" She beat against his arm and attempted to pry out of his grasp, all she needed was the tiniest give and she'd be able to get back to Aurora. "Ga-Gajeel! Stop them! Gajeel, help me! Let me stay, _please_!"

He hardened his gaze and broke the brief eye contact with her face contorted in pain and pleading. Gajeel kept his eyes trained on the elephant at his lap, brushing his palm over Aurora's forehead. "Go on, Levy. You'll only spook each other more."

"No! Let me go! Gajeel! Lily! Don't make me leave." Her tiny fists slammed against Elfman's arm to punctuate her words and anger, a sob lodged in her throat.

"Natsu, if you don't go take care of that fur ball of yours and get him to knock it off, it's going to give this poor thing a heart attack." Natsu fled from Lucy's side at Lily's sharp gaze and tone.

Lucy was beside herself as Levy continued to struggle and fight her way to freedom and Aurora fought the same losing battle behind her. One last guttural bawl came from the elephant before she was administered the medicine.

Gajeel and Lily set to work running practiced hands over the wrinkled skin, until they came across the laceration hidden in the folds of skin on her back ankle. Lily set to work cleaning the wound and repeated the process. The animal caretaker rummaged for the jar of salve cradled deep in the bag, smearing a generous amount over the injury. Gajeel quietly handed over the supplies, only moving to help heft the creature's leg up so Lily could wrap it.

He surveyed his handiwork and leaned back on his heels, scratching at Aurora's stomach. The older man looked to his friend still set cross legged with the elephant's head in his lap, aimlessly petting her ears, neck, and trunk. Lily snorted at the painfully pensive expression on his face.

"Careful, your face could stick like that." Lily sighed when the jive went unnoticed by his friend, "You know, she's not going to hate you."

"Yeah, I kn- I mean, what makes you think I'm worried about that? The kid was causin' a scene and it needed to be taken care of." Aurora's half-lidded eyes fluttered in contentment with his attentive ministrations, and Lily smiled at the scene.

"That may be so, but you cannot fool me. Like it or not, you've got yourself a soft spot."

"I ain't soft."

"Then call it a conscience, you big baby. I imagine Mirajane and Kinana are fattening her up in the dining car now, if you wanted to speak with her."

"She probably wants to be alone."

"Ah, but not everyone is a lone wolf, Gajeel. I bet she would appreciate it if you told her how Aurora was taken care of."

"I didn't do much, that was you, Lil'."

"Yes, but I think she'd be more relieved to hear that coming from you."

"You don't give up do you?"

"Never."

Gajeel placed the elephant's head on a pillow Lily offered him and stood, brushing the dirt and hay from his trousers before jumping to the ground. He shoved one hand in his pant's pocket and lazily flicked the other over his head in a wave, "Later."

Lily cleaned up the rest of the supplies in quiet, pretending to not notice the sharp eye on his back. Aurora raised her trunk to tug at the back of his shirt for his attention.

"What is it, _belle_?" He sat back on his haunches, resting a hand on the elephant's cheek.

She responded by curling her trunk up and placing her nostrils flat against his own cheek. It was the very first trick Levy had taught her after Aurora moved to their show, her previous owner had retired and needed someone to care for their precious elephant. He squeezed her trunk affectionately and laughed when she blew air onto his skin.

"Perhaps we should nail up a sign, huh? Open For Business: Advice from Pantherlily and Aurora." The animal snorted and slit her eyes at the man in front of her. "_Je m'excuse_, _Aurora and Pantherlily. _If we could get though to those oblivious youngsters, there'd be no stopping us. We'd have a shot at renown." Lily grabbed his bag and stood upright again, "Get some rest."

Aurora curled her trunk around a baby pink sheet off to the side of the cage and pulled it over her body, and once she was settled and satisfied with the blanket's placement, she waved her trunk in farewell.

* * *

With Aurora out of commission until her leg was better, something Levy continuously berated herself for, Jet stepped in to help her fill the time frame.

Jet and Droy acted as her assistants, tossing her Aurora's various toys and then taking them back once they were done so they wouldn't be left in the way, and they lead Aurora around the ring while Levy stood atop the elephant for her routine.

They'd all been banded together since she was young, shortly after she came back with Makarov. Back then they hadn't been too thrilled to form an act with a girl, let alone tiny Levy McGarden, but as the years passed, they grew close and Levy rose up as their leader. It was mildly embarrassing when they let the torches they both carried for her burn too tall and bright, taking their conversations away from the situation at hand and leaving her stuck awkwardly in the middle.

Droy had a brilliant green thumb; he raised the soft grass and beautiful blooms that lined the tents and stalls. After Laki would finish her clean up job, he would step in and fix the bending grass and broken petals. He always made the hills they borrowed more beautiful than when they had arrived.

Jet had no creation ability, but he was fast. He used this talent to spread the word to nearby towns that Tail was in and opening that night. Today, Levy used his quick feet and mind to whip up a routine. It was simple enough, a watered down waltz combined with her acrobatics and even dug up the Spanish web that gathered dust in one of her chests.

The master allowed them extra time in the big top to sort out their steps and even allowed them the use of his gramophone to provide music.

Levy cranked the machine and set the needle over the record, a soulful piano slowly keyed out its piece as she approached him. He set his hands at her waist and the other grabbed for her hand.

"I won't let you down, Levy."

"I know you won't." She placed her other hand on his bicep and they began their dance.

Part of her felt guilty for thinking he would take the request the wrong way, they weren't exactly dancing together like friends would. Jet would be great to any girl that caught his eye, she would be lucky in love for sure.

Levy allowed her mind slip to a time where he challenged her to a race and there was never any chance of her ideas being mistaken for anything but pure fun with her friends.

Droy hadn't yet mastered his element, so weeds grew tall over her head in the field they placed the circus that year. She remembered the cattails scratching at her cheeks and legs. Daffodils tickled her nose and the petals stuck to her feet as she ran. Jet had pulled ahead early on, both of them knowing he would win, but they loved the thrill of stretching their legs after being cooped up for days on the Tail's train.

Wakaba was smoking a cigar and laughing with Macao at their sense of adolescent freedom, when the conversation between the adults slipped into talk of Macao and his wife expecting their first child.

The wind tangled Levy's chin length hair and the sun burned her nose, her head thrown back in a laugh the entire time. Droy was hollering at the top of his lungs, Elfman and Lisanna cheering them on. Natsu and Gray had been too busy being pressed brow to brow, ready to trade blows, but Erza forced her hands between them and shoved them apart. Her strength sent them flying into the dirt.

Her happiness fed the pace of her pounding legs, and Jet's back came into view. The thought that maybe she would actually win this one was stark and bright in her mind, even after all these years.

That golden afternoon and the imminent nose-to-nose finish of that race all came crashing down when her foot snagged on a root of the giant willow and she was sent tumbling into the grass. Before a gasp or cry could form on her tongue, Jet was back at her side; shushing her and clucking his tongue at the scraped knees she sported. He'd pulled his sleeve over his hand and wiped the dirt and tears from her face.

"C'mon Levy, we'll get Mister Lily to clean ya up." She had only managed a whimpered assent, fearing if she opened her mouth to speak, the others would hear the childish sob lodged in her throat, and let him pull her up for a piggyback ride back to the tents.

She missed those days, where there were less worries and the world was bigger.

"-_vy?_ Levy? You okay?"

Levy shook her head and blinked, smiling sheepishly up at her dance partner. "Oh, yeah, I just got lost in thought."

Jet chuckled down at her and raised his brow. She never changed. "What about?"

"Do you remember racing in the tall grass?"

"And your first-rate nose dive into the dirt? How could I forget?"

"Gee thanks!" Levy playfully smacked her hand on his shoulder and scoffed at his full laugh.

"Well, I carried you back to get doctored up, didn't I?"

"You did, I appreciate it." She nodded her head and beamed up at her old friend, letting a comfortable silence slip between them again, before he spoke up again.

"Say, Levy?"

"Hm?"

Jet stopped moving and dropped his hand from her waist to scratch at the nape of his neck, "You- We're not ever going to be, huh?"

Just like that, an avalanche rolled through her guts and she felt like she was falling over that willow root all over again. This was what she had been worried about, that Jet would take her request for help as _more_. It really did infuriate her at times, the way he in particular could carry on. Now, it just left her hollowed out and sad, because they were older now and she wasn't the only one consistently egged on about finding a someone to spend their life with. "Oh, Jet…Don't-"

"No, it's all right. I have a point in bringing it up, I don't mean to put you on the spot. I just wanted you to know, no hard feelings. Droy and I will always be there for you to fall back on if you need us."

"I don't doubt it for a second," Levy tilted her head and scrunched her nose, she knew him all too well. "But that's not all you wanted to say."

Jet flushed and looked down, scuffing his shoe through the dirt like a child before looking back up at her again. "I, I uh, brought this all up because well- and don't get angry- but everyone's picked up on it. Gajeel's got an eye for you, whether he admits it or not. Whether either of you intend to take it anywhere. It's there and, well, we- _I_- just wanted to let you know that we want you to be happy."

"Well, I've gotta say that Gajeel Redfox having eyes for me, and vice versa, is ludicrous." Levy sighed and squeezed the hand still clasped with hers, "It's a weight lifted knowing I wouldn't be hurting my dearest friends should I find someone, though. I care about you guys a lot and, while I know I don't really need it, it's nice to know you've still got scrawny Levy McGarden's back.

"Jet, you'll make a young lady very happy one day and I hope I'm there to see you sweep her right off her feet at that famous, breakneck speed." She laughed at the pink on his cheeks and winked up at him; it was no secret he could be quite the smooth talker when he wanted to be. Makarov had relied on that little trick of his for years to fill their seats and Levy had not been blind to the tipped ratio of women to men audience members.

"Sure thing, Lev." With a never before seen boldness, he leaned forward and lightly kissed the crown of her head as the music faded. Pantherlily had been right, they were _both_ just off the boat.

* * *

Levy convinced herself that his slip up was caused by his unruly hair, not a pass in judgement.

Gajeel Redfox could not be lopped in with common jugglers that couldn't otherwise compete with his sixth sense. He handled iron _meticulously_. He wasn't allowed to simply slip and slice his skin right open in practice. She'd witnessed him toss them around like balled socks, was even present the evening he'd distractedly tossed a pocket knife and pinned the edge of Natsu's scarf to a wall after getting fed up with the fire breather's wild antics and adamant refusal to sit still.

The scrap material in her hand did nothing to dull the ache of her own fingernails pressed deep into her palm.

He'd probably laugh in her face when she told him there'd been enough left over to provide a belt as well. Gajeel referred to Jet and Droy as her accessories with dispassionate venom, what lead her to think that an actual accessory would be different?

But she had to try.

She would sew the thing to his forehead, piercing that thick skull of his with her fear, if need be.

The situation wasn't funny, not one bit, but the bewildered expression splitting his usually stern visage was priceless. Levy pulled in her lips, refused to make light of the situation, and thrust the fabric into his rough hand before abruptly pivoting on her heel and stalking off.

"Hold up a second!" Gajeel caught her elbow in seven strides, and she hated him for it. "What's this about?"

She should have known someone like Gajeel wouldn't let her off the hook so easily. The man was award-winning with vagueness at times, but ultimately had no patience for it.

"Your hair fell in your eyes last time, right? Obscured your vision just the one time, but you should know better, moron." Levy kept her head held high, but not in his direction. She wasn't prepared to explain all of this out to him, and it wouldn't be the last time Redfox took her precious words away from her.

Pain tickled his brow, the muscles in his face twitched with the odd sensation, and, for once, clarity rung in his head like a church bell. Gajeel couldn't very well forget the way her hands quaked trying to stitch his eyebrow back together or her pupils that had been blown to conceal most of her bright irises.

He opened his palm and studied the pale material in his hand.

"They should pair well enough with your clothes. Wear 'em." The elephant rider cleared her throat and allowed her gaze to drift to the side to watch him.

"All right." At his easy acquiescence, Levy whirled back around and met his eye.

She still had nothing to say that wouldn't incriminate her in several languages, living and dead, so Levy steeled herself just to watch him. For all of her odd behavior, he didn't point it out or sneer or roll his eyes or even flinch with that tell-tale awkwardness he got when somebody shoved him under the microscope. Levy tilted her head and drew her brows down, "It scarred."

Using her weight against her, he pulled lightly on her elbow to bring her closer to him. Gajeel shoved the material in the deep pockets of his trousers and used his newly free hand to flick her in the forehead.

"_Tch_, don't worry about it."

* * *

**-French**

_belle_: beautiful

_Je m'excuse_: I apologize.

**-Slang**

just off the boat: naive

* * *

**A/N:** I kind of went for the post-7 lost years!Jet and Droy, although Droy never officially appears here. I kind of hate how they get stuck in the comic relief box and never get to rise above meddling idiots. They're stereotyped repeatedly and constantly written just as vile as the main antagonists. I have a lot of love for those guys and for the way they take up as the self-proclaimed big brothers.

As you can probably tell by now, Gajeel's outfit for the entirety of this story is the GMG getup.


	9. Chapter 9

**Disclaimer:** I do not own Fairy Tail.

* * *

Lucy sat on the picnic blanket, nibbling on her sandwich as she watched Levy barrel through her routine. She would set her food down to clap when she landed a tuck and finished in a pose. The bull rider was otherworldly as she vaulted this way and that and in enough repetition that it made even Lucy dizzy just following the motions.

Levy would talk until her face turned blue about books and bookstores and libraries, but she had another passion given to her with the skill.

The blonde swallowed her bite of sandwich and cleared her throat, beaming at her friend, "Been awhile since you've practiced like this, I bet."

"It has! I got so used to just trying them all out while on Aurora's back, I'd almost forgotten what grass stains looked like." Levy held up her open palms to show Lucy the pale skin smudged with shades of brown and green. "And how fast I actually have to throw my weight around so I don't fall flat on my face."

"That'd be quite a sight, though." Lucy giggled past Levy's indignant scoff. "Doesn't bother you, though, being caked in soil?"

'Well, I didn't always have Aurora, remember? So I guess it's just getting back to my roots. Just the country bumpkin that never had much of a mind for shoes." She plopped down on the edge of the throw blanket and wiggled her dusty toes.

"Well, thank goodness you joined the circu**s,** because they'd never allow you into a cotillion." Lucy popped the last bite of her sandwich into her mouth with a wink and took a big gulp of Mirajane's lemonade to punctuate the joke.

"You're splitting my sides, Luce." Levy monotoned, standing to stretch once more, and arched backward to slowly bend to the ground. "I'd fight tooth and nail before some pinch-nosed nanny got me into one of those deplorable hats."

"Hey! Those pinch-nosed nannies aren't half bad." Lucy swatted at her friend's ankle playfully, Levy's limbs wobbling with the force of her laughter. Her struggle only doubled when Lucy accidentally snorted in her guffaws.

"What're you doin'?"

Levy's eyes snapped open, craning her head back to look up farther, meeting Gajeel's stoneygaze. "Practicing."

His brow shot up to his hairline at her answer, training his gaze to her amusingly flushed face. "Doesn't your act require a fair bit more pachyderm?"

"It does, but she's currently with Lily getting the regular check-up. Although, the way she carries on around him, I doubt she'll come back to me this time." Levy carefully shifted her arms, straightening them."I figured I could do with some old fashioned practice before I get too spoiled."

"Uh-huh." Gajeel slipped his hands into the pockets of his trousers, glancing to Lucy before returning a dangerously satisfied smirk to Levy's person. "You plannin' on givin' me an eyeful the entire time or are you going to converse right side up like a normal person?"

Levy's face flamed and her limbs went slack, a sprawling mess on the ground desperately trying to cover her red face with an arm slung over her eyes. She could hear Lucy chortling in the background around bits of turkey, and Levy hoped she would just choke on the damn sandwich because having a witness to this was the worst thing imaginable. It'd get back to Lily and Mirajane before she could even pack her bags.

"Sorry."

He rolled his eyes and turned to the other girl, not acknowledging the apology. "Oi, Lucy. Salamander's turning the grounds inside out lookin' for ya."

"He is? What for?"

Gajeel rolled his shoulders and squinted in the distance, catching sight of a lion tail weaving through the tents. He shook his head; Salamander never learned, and it was sure to get him a one way ticket to Makarov's office for another lecture about detaining jungle cats. "Said somethin' about the felines."

"Shoot! I promised I'd help take care of Happy and Carla today. I gotta go, Levy." The blonde turned a sorrowful grimace to the heap of limbs on the ground, "Good luck." Lucy shot off toward the cages, tossing an enthusiastic wave over her shoulder to the girl who still lay on the ground.

Gajeel stuck his hands in his pockets and chuckled down at her, "You're only half way there, _moineau_. Next step is sitting' up." He teased her with the nickname and laughed louder when he saw her ears start to pink.

"Go 'way, 'm waiting for the ground to swallow me up."

"I wouldn't hold your breath." The juggler leaned down to rest his weight back on his haunches and removed one of his hands from his pockets to idly scratch at his jaw. "I actually came here to ask you a question."

She hesitantly lifted her forearm, peeking one eye up at him. He was a little taken aback by the curiosity that warred with the embarrassment in her stark irises. "What for?"

Gajeel blinked and cleared his throat, refocusing his attention back to his initial request and not _yeux de biche._ "I need help with an experiment."

Levy snorted, unladylike and genuine. "Your vagueness isn't winning you any favors."

"I've gotta couple different types of metal I want to forge into a sword, but it's going to take more than one pair of hands to mold together and get it to set. Seein' as you've got a wide range of words in that dictionary brain of yers, you'd be a big help if you wanted to be."

Levy moved her arm and set her palms to the grass, pushing herself to sit up. "Do I get a 'please'?"

She idly drank from her glass of lemonade and watched his eyebrows climb his forehead. "Don't push your luck, the flame brain was my first choice."

"Pfft, you'd land yourself with a singed ponytail and be forced into a haircut from Lily." She scratched at her own unruly locks and gathered them into a cord to hold off her clammy neck.

"Don't tell me you-"

"Of course not!" She smiled, wide and bright. "Luce did."

"She gotta death wish?"

"Most days." Levy hummed thoughtfully, watching the man before her patiently await her decision. "Doesn't sound too difficult, let's see what we can do."

Gajeel smirked, settling his hand into her hair and lightly shoving her, "_Tsk_, I owe you one, half pint."

* * *

Erza had slaved for weeks to put the luncheon together.

A private, ladies only, big to-do that had Levy shucking off her practice clothes and yanking on boots and actual skirts. She didn't have a particular distaste for the garb, she just liked not having to worry about humiliating herself by tripping over long skirt hems. But since Erza had put her heart and soul into getting them altogether for the first time in nearly a month, she'd don the part with grace.

Unfortunately, practice had ran longer than expected with Jet. Their teamwork was asseamless as always, but coordinating ballroom steps with wild flips was easier said than done. If Mira believed Levy didn't take the ordeal seriously and purposely took her sweet time, she'd have her head.

Luck was not on her side as she hopped and skipped on one foot across the grounds, running smack into Lily and Gajeel on their way back from the cages. Giving them an eyeful of her underskirts as she laced up her boot was not what she had had in mind for the afternoon.

"_Moineau_, what's got you so flustered?" Lily caught her shoulders as she tipped dangerously far over while pulling her laces tight.

Levy smiled and nodded her head, sweeping an errant curl from her eyes as she stood up straight. "Erza's luncheon."

"Ah."

"And I'm running late." She felt guilty for being so rude to her old friend, as he'd obviously opened his mouth to say more to her, but her skin was on the line for this one.

"Oh, well then don't let us hold you up any longer; I'd rather not further anger our dear Titania. Perhaps she'll feel lenient with the festivities?" Lily smiled as she wiggled in her boots and smoothed out the pale yellow dress, "Your dress looks lovely, surely fit for the party. Doesn't the frock look nice, Gajeel?" Lily turned to his friend, a look Levy couldn't quite decipher passing between them. They clearly warred over an issue that involved her, and it took everything she had to fight the embarrassed flush heating her cheeks.

Levy and Gajeel seemed to be the only thing anyone could concern themselves with these days.

The second he bared that blood curdling canine she knew Lily had just unknowingly sacrificed her to the dragon. Gajeel's laugh sent a foreboding chill down her spine as he opened his mouth, "Which part?"

For all her literacy and eloquence, Levy managed a squeak, excusing herself and darting past them at a fast saunter, all too eager to leave lest they catch sight of the traffic light shade her face had replicated. A small, _small_ sense of justice quirked in the back of her mind at the sound of a hand colliding with the back of one particularly thick skull and Gajeel's protesting _'Ow!_' that echoed in the field. The man was forever infuriating and oblivious concerning decorum. If she wanted to spend time with a proper gentleman she could always just spend her time with Freed.

Her disloyal mind smiled, reminding her that therein laid the key word, _if_.

Levy shook her head and slid the intricate wooden door open to Makarov's library car. The first eye she caught was Lucy's, her friend quirking a brow at her anxious demeanor and flushed complexion. The elephant ridercheerily waved her hand in dismissal and greeting, gasping once she took in the redecorated room. It was barely recognizable and, for a moment, she worried what happened to the overflow of books that once stood in stacks.

Mirajane and Lisanna had coordinated the details, no doubt. The soft pastel table cloths and delicate china were a dead give away, the female Strauss' calling card. All of the glitter made her feel like a ragamuffin in her simple dress, and she startedthinking maybe she should have taken Lucy as her fashion confidant beforehand.

Lisanna's robin's egg dress was the mirror image to her older sister's soft pink one. Bell sleeves of lace fell over their delicate shoulders and wide white bands wrapped over their defined waists, their white leather boots peeking out from under the long hems. Lucy's dress had a straight skirt, the hem most certainly something hand sewn, a cover of lace laid atop the creamy silk underdress. Pale chiffon, a beige that complimented her complexion beautifully, bunched and darted into leafy patterns around the bust and the shoulders fit her like a glove. Wendy looked darling in her own white chiffon and her hair bundled into twin braids at the nape of her neck. Kinana and Laki wore similar frocks, bunched lace and silk falling like water over their svelte figures.

Erza wore a navy dress, sheer sleeves that went down to her elbows with an abundance of lace that flowed behind her elegantly when she sashayed around the room. The dress had been a gift bestowed upon her in private by Jellal on her last birthday, and it brought a happiness that glimmered just beneath the surface when she had the occasion to wear it.

As expected, Cana's dress was the outfit of the century. Daring and low-cut by society's standards, and the hem was raised to show off her high heels. The plum dress's diving neckline and the brown piping outlining her bust and shoulders accentuated her features. Despite being the girl's intention with the revealing garment, her eyes were what stood out the most: an enchanting shade as uncommon as Levy's cyan locks.

Long strings of pearls clinked together as she waved to Levy. "Doll, we all but gave up on you."

She ducked her head and settled in a seat across from Cana, "Sorry, I got sidetracked."

Cana winked knowingly from her seat, sipping from a wine glass demurely, "Would it be an owner-of-red-peepers kind of distraction?"

"What?! No! Jet and I had practice scheduled and trying to work out this new routine while Aurora's out is just- It's proven to be difficult." Levy scratched at her brow and willed her mind not to overheat with planning and running through routine after routine. This was supposed to be an afternoon to relax with her friends.

The older woman answered her distress and set her hand over the smaller girl's, squeezing it lightly. "It'll all pull together, don't you worry."

Tea and sandwiches were served and at least seven conversations had Levy's mind reeling with the effort to keep up and answer when she was called upon. Her problem didn't last long when a silence lapsed over the group and various sets of kittenish eyes landed on her simultaneously. It was Cana that spoke for them, her wine glass refilled and a cigarette holder perched in her long fingers like that grandest of orchestra conductors.

"Bird, nobody saw much of ya at Makarov's big to-do couple nights ago." _Oh_, _she was in trouble. _"You were Lucy's pride and joy for the evening, so imagine our surprise when we found you wasting your glad rags sittin' and smackin' your jowls with Redfox." _A lot of trouble._

Cana's purposeful entendre had her putting Erza's vibrant hair to shame, she was sure. What Levy had thought to be a chance to unwind and actually spend time with her female friends had all been a setup to gossip, areconnaissance mission with flutes and laces rather than back alleys and pistols.

Levy made her disbelieving snort as ladylike as possible, light and airy with out a trace of the nerves eating up her insides. "That's hardly the case. I was terrified of the slippers Lucy lent to me and she worked so hard to put my hapless self together, I knew she'd hunt me down should I even entertain the thought of shucking them just so I could make the social rounds."

"All those tables filled with people to talk to and you secluded yerself to a corner with that wet blanket?" Cana Alberona raised those otherworldly glims of hers and tapped her cigarette ashes into a crystal bowl, amusement alighting her doubting features.

Levy narrowed her eyes and monotoned, "In our defense, we were instructed to that table under Lily's behest. It was following orders, is all."

"And the part where you swooned over each other's rags was 'following orders'?"

Levy rose her hand to her chest and scoffed, affronted, "Of course not, common courtesy. It was just nice to sit with likeminded company, for once."

She wasn't truly cross with them, asthey meant well. Cana most of all; the woman was far ahead of her time, but kept a close watch on her chicks when it came to the opposite sex and fragile hearts. It was done out of kindness and love. She'd told Levy she never wanted to see the hopeful girl slighted by whirlwind acquaintances and silken words obscuring true intentions.

"Doll, Scarlet and Fernandes are a fair bit more subtle."

"Excuse you."

Cana waved a hand nonchalantly in the lion tamer's direction, mentioning it was merely a slip of the tongue to assuage the Titania.

"I only wish to get to know him better." Levy cleared her throat and smirked. "However, if you want to see more into it, don't let me stop you from getting your kicks. Although, I think it's only fair to share this _marvelous_ spotlight. What of Lucy with Natsu?"

She turned in her seat to set her attention on the Strauss sisters, Mirajane smiling as sweetly as ever and Lisanna taking a hesitant step back. "Or better yet, your brother and Evergreen?" Levy cutely scrunched her nose to Juvia, a caring smile aimed at the jittery rain bringer. "Gray seems to have gotten his head screwed on right enough to pull that wool from his eyes too." She reached for a wine glass and eagerly sipped from it. "I also seem to recall a very _chummy _conversation between you and Dreyar."

Cana narrowed her smoky gaze on the younger girl. "Dreyar's gum on the bottom of a shoe, bird. I ain't about to tie myself to a man as infuriating as _Laxus_."

Levy's brow rose in disbelief as she smirked. "As infuriating as the man can be, you've met your match. After all, it's not everyday a girl finds a good challenge and a handsome face to go with it."

Her friend's jaw hung for a moment, suspended in disbelief. Levy reveled in the warm drink that slithered down her throat and settled comfortably in her stomach, prolonged moments passing with giggles and no comebacks from the the Tail's feistiest dame. _Victory._

The rest of that crystal afternoon was passed with flurried excuses and unladylike laughter.

* * *

The man with the curiously tattooed tongue was likely their darkest act.

Amidst porcelain faces and benign flourishes, he kept the audience in rapture,turning them to his will.

The lights dimmed and trepidus strings accompanied with maleficent brass announced his entrance. Smoke curled at the edges of the audience's vision, and children whimpered with the tension that choked the air.

Bixlow was by no means truly vile, he was a carefree man that played up to the odd novelty.

His electric eyes roved the crowd and called on a young man that had the misfortune of making eye contact with the circus man. Bixlow threw his head back and chortled, clapping the stranger on the back and promised no ill will.

The audience nervously laughed at his light joke.

"I won't fool you. I'll just hypnotize you to show that it's no smoke and mirror, you'll only remember the sensation of wakeful sleep. I'll have you perform along with me. A right privilege to be a part of the circus, huh?" Bixlow offered his gloved hand to the man.

The volunteer's peers cheered him on and trampled his apprehension into dust. He smiled and took the magician's hand, easing with the promise that it was all in good fun.

Bixlow shed his coat and stood before them in his trousers, suspenders, and black shirt, "All in good faith."

He requested a suspension of disbelief for his overture,as it would be no fun if they spent his act questioning and searching for deceit behind velvet curtains. He took a step closer to the man, straightened to eye level and not even an arm's length away from the perfect stranger. "I'll only need you to look into my eyes." The hypnotizer touched his index finger to the top of his cheekbone and smiled when the man nodded in agreement.

"Shall we begin?" Feet stomped and voices shrieked for him to continue; the tattooed man in question had an ethereal ability to have audiences on puppet strings without being the volunteered participants.

The young man startled in fright as the burgundy eyes flashed into lime, his body freezing to the spot. Warm liquid filled his veins and dulled his senses, the world unfocused and blurring as those eyes continued to pierce through the fog. The volunteer's head lolled fractionally to the side, signaling Bixlow to begin his act.

He circled his assistant and placed a hand on each of his shoulders, "Now, we've got the stands filled, and we're going to stun them with the marvel of hypnosis. Let's make a few believers out them, eh?

"Ladies and gentlemen, let the real show begin. My friend here is going to open his eyes very quickly and be able to speak fluent Russian at my command. Ready?" His eyes widened and flashed with the surge of his power and the young man's eyes flew open, his irises charged with the lime color of the hypnotist's.

The bigtop was filled with a staunch accent and stories that rumbled deep from the chest as the young man thrust his arms up with the passionate, thick speech. With his bewitching eyes, the volunteer juggled china effortlessly and recounted a winter poet's work seamlessly. His words flowed and dipped with an ease free of nerve.

Bixlow's showcase went on, and audience members clambered for a chance to do things they always lacked the knack for.

His last volunteer was a boy of eight, a scrawny youth whose broken smile flashed with the lights. He obediently watched the hypnotist's eye, threw his head back, and wailed like a tusked calf.

* * *

**French:**

_moineau:_ sparrow

_yeux de biche: _does eyes

* * *

**A/N:** I had a few weeks kind of knock the circus mindset right out of me, so I let it take a backseat in order for time to smooth things over. I didn't want to half heart it, y'know? And this was a chapter that needed a good deal of TLC. Apologies for the wait and thanks for the patience.

Cana gets a dose of her own medicine and the Laxana was for Rae.

Also, there's a nice little shoutout to one of my favorites in this. Did you catch it?


End file.
